TRANSBIOTEC, INC. (OTCMKTS:IMLE) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities.
On January 3, 2020, we issued 2,102,854 shares of our common stock to Michael Lanphere, one of our executive officers (“Lanphere”), in exchange for his agreement to convert $210,285.44 in debt owed to him under numerous promissory notes. The shares were issued at a value of $0.10 per share and with a standard restrictive legend to the terms of a Common Stock Purchase Agreement. The issuance of the was exempt from registration to Section 4(a)(2) of the Securities Act of 1933, due to the fact Lanphere is one of our executive officers and current shareholders, is a sophisticated investor and familiar with our operations.
On January 3, 2020, we issued 6,000,000 shares of our common stock to Lanphere, one of our executive officers, in exchange for his agreement to convert $24,000 in debt owed to him under a promissory note dated April 17, 2019. The shares were issued at a value of $0.004 per share to the terms of the convertible note, and were issued with a standard restrictive legend to the terms of a Common Stock Purchase Agreement. The issuance of the was exempt from registration to Section 4(a)(2) of the Securities Act of 1933, due to the fact Lanphere is one of our executive officers and current shareholders, is a sophisticated investor and familiar with our operations.
On January 3, 2020, we issued 9,103,261 shares of our common stock to Lanphere, one of our executive officers, in exchange for his agreement to convert $41,875 in debt owed to him under a promissory note dated July 17, 2019. The shares were issued at a value of $0.0046 per share to the terms of the convertible note, and were issued with a standard restrictive legend to the terms of a Common Stock Purchase Agreement. The issuance of the was exempt from registration to Section 4(a)(2) of the Securities Act of 1933, due to the fact Lanphere is one of our executive officers and current shareholders, is a sophisticated investor and familiar with our operations.
On January 3, 2020, we issued an aggregate of 4,605,847 shares of our common stock to five non-affiliate investors in exchange for their agreement to convert $460,585 in debt owed to them under numerous promissory notes. The shares were issued at a value of $0.10 per share and with a standard restrictive legend to the terms of Common Stock Purchase Agreements. The issuance of the was exempt from registration to Section 4(a)(2) of the Securities Act of 1933, due to the fact the investors are known to our management team, are sophisticated investor and are familiar with our operations.
About TRANSBIOTEC, INC. (OTCMKTS:IMLE)
TransBiotec, Inc. is a development-stage company that has developed an alcohol detection device, SOBR. The Company’s SOBR is designed for use in detecting alcohol in a person’s system by measuring the ethanol content in their perspiration. SOBR determines whether alcohol level is over or under a preset level as set by the installer or a technician. SOBR is produced in over two basic forms, including an in-vehicle system that can be connected to an interlock system to prevent the operation of the vehicle in the event when the sensor detects measurable ethanol content, and a portable unit that can be used anywhere. It is focused on marketing SOBR to the voluntary commercial market, such as commercial transportation companies that operate tractor trailers and taxis, among others; local, state and federal government agencies that operate fire trucks and police cars, among others, and individuals that desire to monitor a family member’s vehicle, such as a vehicle operated by a minor.
