TAURIGA SCIENCES, INC. (OTCMKTS:TAUG) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
| Entry into a Material Definitive Agreement |
On June 21, 2017, Tauriga Sciences, Inc. (the Company) entered
into a Securities Purchase Agreement (the Purchase Agreement)
with Seth M. Shaw, the Companys Chief Executive Officer and
member of the Board of Directors, for the sale of 44,000,000
shares of the Companys Common Stock for aggregate gross proceeds
to the Company of $55,000, or a per share purchase price of
$0.00125. The proceeds from the Purchase Agreement will be used
for working capital purposes. The terms of the Purchase Agreement
were approved by the independent members of the Companys Board of
Directors. The shares of Common Stock will only be issued to Mr.
Shaw if the Company is able to increase its authorized Common
Stock from 2.5 billion to 7.5 billion shares.
The foregoing description of the Purchase Agreement by the
Company does not purport to be complete and is qualified in its
entirety by reference to the full text of the form of Purchase
Agreement (including the exhibits thereto) and which is attached
as Exhibits 10.1 to this Current Report on Form 8-K and
incorporated herein by reference.
The shares of Common Stock will be issued in reliance upon an
exemption from registration provided by Regulation D and/or
Section 4(2) of the Securities Act since no general solicitation
or advertising was conducted by us in connection with the
offering of the shares, all shares to be purchased in the
offering will be restricted securities in accordance with Rule
144 of the Securities Act of 1933, as amended (the Securities
Act) and Mr. Shaw is accredited as defined under the Securities
Act. This Current Report on Form 8-K is not and shall not be
deemed to be an offer to sell or the solicitation of an offer to
buy Common Stock.
| Item 3.02 | Unregistered Sales of Equity Securities |
Reference is made to the disclosure under Item 1.01 of this
Current Report on Form 8-K, which is incorporated in this Item
3.02 by reference.
| Item 7.01 | Regulation FD Disclosure |
On June 21, 2017, the Company issued a press release announcing
the terms of the Purchase Agreement. A copy of the press release
is furnished as Exhibit 99.1 to this Current Report on Form 8-K
and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit No. | Description of Exhibit | |
| 10.1* |
Securities Purchase Agreement dated June 21, 2017 between the Company and Seth M. Shaw. |
|
| 99.1* | Press release issued on June 21, 2017. |
*filed herewith
TAURIGA SCIENCES, INC. ExhibitEX-10.1 2 ex10-1.htm SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”),…To view the full exhibit click here About TAURIGA SCIENCES, INC. (OTCMKTS:TAUG)
Tauriga Sciences, Inc. is a diversified company. The Company is focused on the development of technology platform in the nano-robotics space. The Company is engaged in acquiring and building a portfolio of technology assets.
