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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/17/20 Reac Group, Inc. 8-K:1,9 1/15/20 3:24M Pubco Reporting … Inc/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 14K 2: EX-4.1 Instrument Defining the Rights of Security Holders HTML 110K 3: EX-10.1 Material Contract HTML 17K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 15, 2020
REAC GROUP, INC. |
(Exact name of registrant as specified in its charter) |
Florida | 59-3800845 | |||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
8878 Covenant Avenue, Suite 209, | ||
(Address of principal executive offices) | (Zip Code) |
Registrant s telephone number, including area code: (724) 656-8886
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate 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).
Emerging growth company ¨
If an 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. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
None | None | None |
Item 1.01 Entry into a Material Definitive Agreement
The Company entered into a securities purchase agreement (the “SPA”) dated December 20, 2019 with Actus Fund, LLC (“Actus”), a Delaware limited liability company. The SPA provides for the purchase by Actus of a senior secured convertible promissory note in the principal amount of $1,100,000 (the “Promissory Note”) and a warrant to purchase common stock issued by the Company. Effective January 15, 2020, the Company received from Actus, the proceeds of $1,100,000 and the Company provided to Actus the Promissory Note. The Promissory Note matures on December 20, 2020 and bears interest at a rate of 12% per annum.
The SPA contains customary representations and warranties, including representations from Actus regarding its status as an “accredited investor” and its investment purpose, and representations from the Company regarding its organization, authorization to enter into the transaction and ability to conduct its business, among other things.
The foregoing summary description of the terms of the Promissory Note and SPA may not contain all information that is of interest to the reader. The foregoing terms are qualified in their entirety by the actual Promissory Note and SPA, attached herein as Exhibits 4.1 and 10.1 respectively.
Item 9.01 Financial Statements and Exhibits
Exhibit No. |
| Description |
| ||
| Senior Secured Convertible Promissory Note in favor of Actus Fund, LLC | |
| ||
| Share Purchase Agreement between the company and Actus Fund, LLC |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
REAC GROUP, INC. | |
| |
/s/ Robert DeAngelis | |
President | |
| |
Date: January 17, 2020 |
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 12/20/20 | ||||
| Filed on: | 1/17/20 | |||
| For Period end: | 1/15/20 | 8-K/A | ||
| 12/20/19 | 8-K | |||
| List all Filings | ||||