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ITEM 3.02
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Unregistered Sales Of Equity Securities.
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On August 27, 2019 Blox, Inc. (“we”,
“us”, “our”, the “Company”) entered into a securities purchase agreements with FirstFire Global
Opportunities Fund LLC (“FirstFire”) Pursuant to the terms of the Agreement, in consideration of $67,500, the Company
issued to FirstFire, on August 27, 2019, a senior secured convertible promissory note in the aggregate principal amount of $75,000.
The note is due and payable 9 months following the issue date and bears interest at the rate of 5% per annum before maturity and
15% per annum after maturity. The holder may, at its option, convert all or any portion of the note into shares of the Company’s
common stock at the price of $0.09 per share during the first 180 days following the issue date, provided that, subsequent to the
180 day period, the conversion price shall be the lower of $0.09 and the price that is a 50% discount to the average closing bid
price of the common shares during the 25 consecutive trading days prior to conversion. However, if the closing bid price of the
common shares is lower than the conversion price on the date upon which the conversion shares are delivered, then the conversion
price shall be retroactively adjusted to a 50% discount to the lowest closing bid price on the delivery date. The conversion price
will be subject to other price adjustments and anti-dilution mechanisms described in the convertible note.
In connection with the funding of the note,
on August 19, 2019, the Company issued to FirstFire a commitment fee consisting of 150,000 shares of the Company’s common
stock and a warrant to purchase up to 555,555 shares of the Company’s common stock. The warrant is exercisable for 5 years
following issuance at the price of $0.135 per share, provide that the warrant may be exercised on a cashless basis if the market
price of the common stock exceeds the exercise price at the time of exercise.
On August 27, 2019 the Company entered into
a securities purchase agreements with Crown Bridge Partners LLC (“Crown Bridge”) Pursuant to the terms of the Agreement,
in consideration of $67,500, the Company issued to Crown Bridge, on September 6, 2019, a senior secured convertible promissory
note in the aggregate principal amount of $75,000. The note is due and payable 9 months following the issue date and bears interest
at the rate of 5% per annum before maturity and 15% per annum after maturity. The holder may, at its option, convert all or any
portion of the note into shares of the Company’s common stock at the price of $0.09 per share during the first 180 days following
the issue date, provided that, subsequent to the 180 day period, the conversion price shall be the lower of $0.09 and the price
that is a 50% discount to the average closing bid price of the common shares during the 25 consecutive trading days prior to conversion.
However, if the closing bid price of the common shares is lower than the conversion price on the date upon which the conversion
shares are delivered, then the conversion price shall be retroactively adjusted to a 50% discount to the lowest closing bid price
on the delivery date. The conversion price will be subject to other price adjustments and anti-dilution mechanisms described in
the convertible note.
In connection with the funding of the note,
on September 6, 2019, the Company issued to Crown Bridge a commitment fee consisting of 150,000 shares of the Company’s common
stock and a warrant to purchase up to 555,555 shares of the Company’s common stock. The warrant is exercisable for 5 years
following issuance at the price of $0.135 per share, provide that the warrant may be exercised on a cashless basis if the market
price of the common stock exceeds the exercise price at the time of exercise.
The above issuances of shares and warrants
were made to two accredited investors (as that term is defined in Regulation D of the Securities Act of 1933) relying on Rule 506
of Regulation D and/or Section 4(2) of the Securities Act of 1933.