{"schema_version":"secwatch.filing_event.v1","accession":"0001683168-23-004983","form_type":"8-K","ticker":"KITL","cik":"0001608092","company_name":"Kisses From Italy Inc.","filed_at":"2023-07-18T23:59:59+00:00","discovered_at":"2026-05-14T18:03:34.541717+00:00","generated_at":"2026-06-13T07:04:07.411996+00:00","sec_items":["1.01","2.03","3.02","9.01"],"event_type":"debt","sentiment":"negative","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Kisses from Italy raises $105K via 10% Note with OID; issues 500K commitment shares and 862.5K warrants","bullets":["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."],"urls":{"canonical":"https://secwatch.observer/filing/0001683168-23-004983","json":"https://secwatch.observer/filing/0001683168-23-004983.json","markdown":"https://secwatch.observer/filing/0001683168-23-004983.md","text":"https://secwatch.observer/filing/0001683168-23-004983.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1608092/000168316823004983/0001683168-23-004983-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1608092/000168316823004983/kisses_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-13T07:04:07.411996+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"46709962f85a05ee40af6e6044a1dd267882b437","claim":"Kisses From Italy Inc. incurred convertible notes of $115,000.00 with GS Capital Partners, LLC at 10% per annum maturing July 11, 2024.","evidence_excerpt":"(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","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1608092/000168316823004983/0001683168-23-004983-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"convertible notes"},{"label":"Principal","value":"$115,000.00"},{"label":"Counterparty","value":"GS Capital Partners, LLC"},{"label":"Rate","value":"10% per annum"},{"label":"Maturity","value":"July 11, 2024"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"262e7e91a5322212d09149bdf411c7e3e107fb69","claim":"Kisses From Italy Inc. entered into Securities Purchase Agreement with GS Capital Partners, LLC valued at $115,000.00 (effective 2023-07-11).","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1608092/000168316823004983/0001683168-23-004983-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"GS Capital Partners, LLC"},{"label":"Value","value":"$115,000.00"},{"label":"Effective","value":"2023-07-11"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}