8-K
filed May 5, 2026, 7:59 PM ET
ticker CBLO
CIK 0001882781
debt
confidence high
sentiment negative
materiality 0.55
C2 Blockchain issues $120k convertible note to Labrys Fund II, sells 3.8M shares at $0.01 each
C2 Blockchain, Inc.
- Convertible note with $120k principal, $100k proceeds, 10% interest, 12-month maturity, conversion at 75% of lowest closing bid price over prior 10 days.
- 3M shares sold April 28, 2026 at $0.01/share for $30k; 800k shares sold April 30 at $0.01/share for $8k.
- Total gross proceeds from note and stock sales: $138,000; securities sold to accredited investors under Regulation D.
- Note includes 4.99% beneficial ownership limitation (can increase to 9.99%), $20k OID, and 150% default acceleration.
Key facts
Extracted from this filing and checked against the source text.
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
C2 Blockchain, Inc. issued 3,000,000 shares of common stock to an accredited investor for at a purchase price of $0.01 per share for aggregate gross proceeds of $30,000.
- Security
- common stock
- Shares
- 3,000,000 shares
- Purchaser
- an accredited investor
- Consideration
- at a purchase price of $0.01 per share for aggregate gross proceeds of $30,000
Exact text from the filing
On April 28, 2026, the Company issued 3,000,000 shares of the Company’s common stock to an accredited investor at a purchase price of $0.01 per share for aggregate gross proceeds of $30,000.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
C2 Blockchain, Inc. issued convertible note to Labrys Fund II, L.P. for gross proceeds of $100,000.
- Security
- convertible note
- Purchaser
- Labrys Fund II, L.P.
- Consideration
- gross proceeds of $100,000
Exact text from the filing
On April 23, 2026, the Company issued the Note described in Item 1.01 of this Current Report to Labrys Fund II, L.P. for gross proceeds of $100,000.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
C2 Blockchain, Inc. issued 800,000 shares of common stock to an accredited investor for at a purchase price of $0.01 per share for aggregate gross proceeds of $8,000.
- Security
- common stock
- Shares
- 800,000 shares
- Purchaser
- an accredited investor
- Consideration
- at a purchase price of $0.01 per share for aggregate gross proceeds of $8,000
Exact text from the filing
On April 30, 2026, the Company issued 800,000 shares of the Company’s common stock to an accredited investor at a purchase price of $0.01 per share for aggregate gross proceeds of $8,000.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
C2 Blockchain, Inc. entered into Note with Labrys Fund II, L.P. valued at $120,000 (effective 2026-04-23).
- Action
- entry
- Agreement
- notes offering
- Counterparty
- Labrys Fund II, L.P.
- Value
- $120,000
- Effective
- 2026-04-23
Exact text from the filing
On April 23, 2026, C2 Blockchain, Inc. (the “Company”) issued a convertible promissory note (the “Note”) to Labrys Fund II, L.P. (the “Holder”) in the principal amount of $120,000, reflecting a purchase price of $100,000 and an original issue discount of $20,000.
View on SEC.gov
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