Kisses From Italy Inc. (KITL): debt financing — Kisses from Italy raises $105K via 10% Note with OID; issues 500K commitment shares and 862.5K warrants

Kisses From Italy Inc.

Issued $115,000 principal 10% promissory note to GS Capital Partners; net proceeds $105,000 after $10,000 OID.
Note convertible at $0.01/share; default conversion price drops to $0.005 with 24% default interest.
Commitment shares of 500,000 common shares; warrant for 862,500 shares at $0.10 exercise price, five-year term.
Returnable shares of 1,500,000 to Buyer unless uncured default during 12-month term.
Company restricted from raising >$450K from other investors while Note outstanding.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Kisses From Italy Inc. incurred convertible notes of $115,000.00 with GS Capital Partners, LLC at 10% per annum maturing July 11, 2024.

Instrument: convertible notes
Principal: $115,000.00
Counterparty: GS Capital Partners, LLC
Rate: 10% per annum
Maturity: July 11, 2024
Event: incurrence

Exact text from the filing

(the “Purchase Agreement”) with GS Capital Partners, LLC, (the “Buyer”), pursuant to which the Company issued to the Buyer a 10% promissory note in the principal amount of $115,000.00 (the “Note”). The Company received $105,000.00 gross proceeds from the Buyer due to the original issue discount on the Note of $10,000. In connection with the execution and

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Kisses From Italy Inc. entered into Securities Purchase Agreement with GS Capital Partners, LLC valued at $115,000.00 (effective 2023-07-11).

Action: entry
Agreement: equity purchase
Counterparty: GS Capital Partners, LLC
Value: $115,000.00
Effective: 2023-07-11

Exact text from the filing

On July 11, 2023 (the “Issue Date”), Kisses from Italy, Inc., a Florida corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with GS Capital Partners, LLC, (the “Buyer”), pursuant to which the Company issued to the Buyer a 10% promissory note in the principal amount of $115,000.00 (the “Note”).

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Kisses From Italy Inc. filing history →

Source: SEC EDGAR

accession 0001683168-23-004983

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