THE PULSE BEVERAGE CORPORATION (OTCMKTS:PLSB) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Deﬁnitive Agreement.
(See Item 2.03 below, incorporated here by reference)
Item 2.03 Creation of a Direct Financial Obligation of Registrant.
Registrant entered into a financing arrangement on April 3, 2017, with Old Main Capital, LLC, (“Lender”), and delivered its installment Convertible Promissory Note (the “Note”) to Lender. Under the terms of the Note, lender lent the sum of $200,000 to Registrant, and an additional sum of $50,000 after Registrant files a Definitive Schedule 14C with the Securities and Exchange Commission to increase its authorized common stock to at least 1,000,000,000, for a total anticipated financing of $250,000.
Each loan trench under the Note is due nine months from rate of advance and bears interest at 10% per annum. In addition, under an original issue discount provision, the principle of the Note was increased above the $250,000 received by the Company, to $294,117, providing additional consideration to the Lender, with the result that the effective cost to Registrant over the nine month term is approximately 26.5%.
In addition, the principle and accrued interest on the Note is convertible in whole or in part at the option of the holder into shares of the Registrant’s common stock, at a conversion price per share equal to 65% of the average of the two lowest traded prices for the Company’s stock in the 30 days preceding conversion (i.e. a 35% discount to the market).
Funds will be used to order product, meet shipping demands and provide working capital for the Registrant.
The terms set forth herein are qualified in all respects by reference to the actual provisions of Convertible Promissory Note document, a true copy of which is attached hereto as Exhibit 10, and be this reference incorporated herein.
Item 3.02 Unregistered Sales of Equity Securities
On April 3, 2017, Registrant executed a Convertible Promissory Note in favor of Old Main Capital, LLC, (see Item 2.03 above), whose provisions provide in part for the conversion of the principle and accrued interest on the Note into shares of the common stock of Registrant at a conversion price per share equal to 65% of the average of the two lowest traded prices for the Company’s stock in the 30 days preceding conversion.
Registrant is uncertain whether the holder of this Note will elect to convert into Registrant’s common shares, and has no way at this date to gage the conversion price at which such a conversion might occur.
Item 9.01 Financial Statements and Exhibits
Exhibit No. Description
(10 ) Material Contracts CONVERTIBLE PROMISSORY NOTE Issued by Registrant to Old Main Capital, LLC, on April 3, 2017
About THE PULSE BEVERAGE CORPORATION (OTCMKTS:PLSB)
The Pulse Beverage Corporation (Pulse) is a beverage company. The Company’s beverage brands include Natural Cabana Lemonade/Limeade and Coconut Water, and PULSE Heart & Body Health functional beverages. It operates through the non-carbonated beverages segment in North America. The Company produces, markets, sells and distributes its brands through its strategic regional and international distribution system. Natural Cabana Lemonade is a lineup of refreshing, all-natural, ready-to-drink lemonades/limeades in 20 ounces (oz) glass bottle in over seven flavors, such as Natural Lemonade, Cherry Lemonade, Strawberry Lemonade, Mango Lemonade, Natural Limeade, Cherry Limeade and Raspberry Limeade. Natural Cabana Coconut Water is available in natural and pineapple flavors. PULSE Heart & Body Health brand of functional beverage is a nutritional supplement. THE PULSE BEVERAGE CORPORATION (OTCMKTS:PLSB) Recent Trading Information
THE PULSE BEVERAGE CORPORATION (OTCMKTS:PLSB) closed its last trading session up +0.00210 at 0.00800 with 11,302,011 shares trading hands.