MGT Capital Investments Inc.
07/27/2021 | Press release | Distributed by Public on 07/27/2021 14:46
Securities Purchase Agreement (Form 8-K)
Entry into a Material Definitive Agreement.
On July 21, 2021, MGT Capital Investments, Inc. (the 'Company'), a Delaware corporation, entered into a securities purchase agreement (the 'Securities Purchase Agreement') with Streeterville Capital, LLC, a Utah limited liability company (the 'Investor'), pursuant to which the Company (i) sold 35,385,704 shares of common stock, $0.001 par value per share, of Company (the 'Common Stock'), and (ii) issued a warrant to purchase 35,385,704 (the 'Warrant') for consideration of $1,000,000, less $10,000 for the Investor's legal, due diligence and other transactional expenses. Subject to the terms and adjustments in the Warrant, the Warrant is exercisable at an initial price of $0.05 per share, for five years from July 21, 2021. The Investor has the option to exercise all or any part of the Warrant on a cashless or cash basis.
Unless specifically defined herein, the capitalized terms shall have the meanings as defined in the respective documents attached hereto. A copy of the Securities Purchase Agreement and the Warrant are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference. The descriptions of the Securities Purchase Agreement and the Warrant contained herein do not purport to be complete and are qualified in their entirety by the terms of the Securities Purchase Agreement and the Warrant attached hereto.
Unregistered Sales of Equity Securities.
The information contained in Item 1.01 is hereby incorporated by reference.
On June 15, 2021 and July 27, 2021, the Company issued 4,761,905 and 6,673,384 shares of Common Stock, respectively, to Bucktown Capital, LLC, in connection with the conversion of $120,000 and $120,988 in principal amounts, respectively, under that certain Convertible Promissory Note, dated December 8, 2020 (the 'Note') in the original principal amount of $230,000. Following this conversion, the outstanding principal balance of the Note is zero.
The issuance of these securities is being made in reliance upon an exemption from registration provided under Section 4(a)(2) of the Securities Act of 1933, as amended.
As of July 27, 2021, the Company had 583,470,903 shares of Common Stock outstanding.
Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit Number | Description | |
| 10.1 | Securities Purchase Agreement dated July 21, 2021.* | |
| 10.2 | Form of Warrant issued by Company to Investor. |
* The schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally a copy of such schedules and exhibits, or any section thereof, to the SEC upon request.