TechCare Corp. (OTCMKTS:TECR) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities.
On January 19, 2017, TechCare Corp., f/k/a BreedIT Corp. (the
Registrant) issued and sold a total of 1,242,236 restricted
shares of the Registrant’s common stock, par value $0.0001 per
share, for total consideration of $600,000 or $0.483 per share,
as set forth below:
| Name of Issuee | Date of Issuance | Number of Shares | Consideration | Price Per Share | Bases for Issuance |
| YMY Industry Ltd. (1) | 01/19/2017 | 207,039 | $100,000 | $0.483 | Subscription Agreement |
| Marius Nacht (2) | 01/19/2017 | 1,035,097 | $500,000 | $0.483 | Subscription Agreement |
| Total | 1,242,236 | $600,000 |
(1) The control person of YMY Industry Ltd., organized under the
laws of the State of Israel, is Mr. Zvi Yemini, Chairman and CEO
of the Registrant and a resident of Israel. (2) Mr. Marius Nacht,
Co-Founder and Chairman of Checkpoint Software Technologies Ltd,
an Israeli-based company (NASDAQ: CHKP), is a resident of Israel.
The Registrant’s issuance of the above-referenced restricted
shares, without registration under the Securities Act of 1933, as
amended (the Act), was in reliance upon the exemptions contained
in Regulation S promulgated by the United States Securities and
Exchange Commission (the SEC) and Section 4(2) of the Act. The
Issuees are not U.S. Persons, as that term is defined in Rule 902
of Regulation S, and both are accredited investors, as that term
is defined in Rule 501 of Regulation D.
TechCare Corp. (OTCMKTS:TECR) Recent Trading Information
TechCare Corp. (OTCMKTS:TECR) closed its last trading session 00.000 at 0.400 with 2,858 shares trading hands.
