TRULI TECHNOLOGIES, INC. (OTCMKTS: TRLI) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a RegistrantItem 9.01
Effective November 27, 2018, (the “Effective Date”) Truli Technologies, Inc. (the “Company”) borrowed $50,000 from an institutional investor (the “Investor”) and issued it a 10% Original Issue $55,000 Discount Promissory Note (the “Note”). The Note bears interest at 5% per annum and matures on the earlier of (i) 90 days from the Effective Date, or (ii) the Company’s receipt of a minimum of $1,000,000 as a result of the Company closing the sale of any equity or debt securities (either a “Maturity Date”). At the Company’s option, upon the Maturity Date it may cause the Investor to convert all principal and interest owed under the Note into securities of the Company identical to those offered to investors in the $1,000,000 financing.
The foregoing description of the Note is a summary only and is qualified in its entirety by the full text of the Note which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
| Item 9.01 | Unregistered Sales of Equity Securities. |
In disclosing the issuance of the Note under this Item 9.01, the Company does not admit that the Note is a security as defined under the applicable federal and state securities laws. The disclosure included under Item 9.01, above, is incorporated by reference herein. If the Note is deemed a security, it has not been registered under the Securities Act of 1933 (the “Act”) and was issued and sold in reliance upon the exemption from registration contained in Section 4(a)(2) of the Act and Rule 506(b) promulgated thereunder since the Company reasonable believes the Investor is an accredited investor as defined by Rule 501.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description |
| 10.1 | Form of Note |
TRULI TECHNOLOGIES, INC. ExhibitEX-10.1 2 f8k112718ex10-1_trulitech.htm FORM OF NOTE Exhibit 10.1 10% ORIGINAL ISSUE DISCOUNT PROMISSORY NOTE $55,…To view the full exhibit click here