Current Report Filing (8-k)
AND EXCHANGE COMMISSION
TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
of Report (Date of earliest event reported): June 8,
ENERGY TECHNOLOGIES, INC.
name of Company as specified in its charter)
or other jurisdiction
Mesa, CA 92626
of principal executive offices)
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Company under
any of the following provisions:
communications pursuant to Rule 425 under the Securities Act (17
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405 of
this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
growth company [ ]
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
registered pursuant to Section 12(b) of the Act:
of each class
of each exchange on which registered
Stock, par value $0.001
1.01 Entry into a Material Definitive Agreement.
June 8, 2020, Clean Energy Technology, Inc., a Nevada corporation
(the “Company”), entered into an Equity Financing Agreement
(“Equity Financing Agreement”) and Registration Rights Agreement
(“Registration Rights Agreement”) with GHS Investments LLC, a
Nevada limited liability company (“GHS”). Under the terms of the
Equity Financing Agreement, GHS agreed to provide the Company with
up to $2,000,000 upon effectiveness of a registration statement on
Form S-1 (the “Registration Statement”) filed with the U.S.
Securities and Exchange Commission (the “Commission”)
effectiveness of the Registration Statement, the Company shall have
the discretion to deliver puts (each, a “Put”) to GHS and GHS will
be obligated to purchase shares of the Company’s common stock, par
value $0.001 per share (the “Common Stock”) based on the investment
amount specified in each Put notice. The maximum amount that the
Company shall be entitled to put to GHS in each Put notice shall
not be less than $10,000 nor exceed two hundred percent (200%) of
the average daily trading dollar volume of the Company’s Common
Stock during the ten (10) trading days preceding the put, so long
as such amount does not exceed $400,000. Pursuant to the Equity
Financing Agreement, GHS and its affiliates will not be permitted
to purchase shares, and the Company may not request Puts from GHS,
that would result in GHS’s beneficial ownership equaling more than
4.99% of the Company’s outstanding Common Stock. The price of each
share in a Put shall be equal to eighty percent (80%) of the
average of the lowest two closing prices for the 10 days prior to
the Put notice from the Company (the “Purchase Price”). Puts may be
delivered by the Company to GHS until (i) the earlier of thirty-six
(36) months after the date of the Equity Financing Agreement, (ii)
the date on which GHS has purchased an aggregate of $2,000,000
worth of Common Stock under the terms of the Equity Financing
Agreement or (iii) such time the Registration Statement is no
longer in effect. In accordance with the Equity Financing
Agreement, the Company issued GHS 764,526 shares of its Common
Stock which was equal to the Purchase Price as of the execution
date of the Equity Financing Agreement and is obligated to issue
$5,000 of Common Stock upon delivery of the second and third Puts
at the then applicable Purchase Price.
Registration Rights Agreement provides that the Company shall (i)
use its best efforts to file with the Commission the Registration
Statement within 30 days of the date of the Registration Rights
Agreement; and (ii) use reasonable commercial efforts to have the
Registration Statement declared effective by the Commission within
30 days after the date the Registration Statement is filed with the
Commission, but in no event more than 90 days after the
Registration Statement is filed.
foregoing does not purport to be a complete description of the
rights and obligations of the parties under the Equity Financing
Agreement and the Registration Rights Agreement and is qualified by
reference to the Equity Financing Agreement and Registration Rights
Agreement filed as Exhibits 10.108, and 10.109, respectively, to
this Current Report on Form 8-K.
9.01 Financial Statement and Exhibits.
to the requirements of the Securities Exchange Act of 1934, as
amended, the Company has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
Energy Technologies, Inc.