PTOI
~ 8K FILED
Section 1 – Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On August 8, 2016, Plastic2Oil, Inc., a Nevada corporation (the “Company”), entered into a Subscription Agreement (the “Purchase Agreement”) with Lawrence Leahy (the “Purchaser”), , pursuant to which, on August 10, 2016, the Company sold to the Purchaser in a private placement (the “Note Financing”) a $100 thousand principal amount 12% Secured Promissory Note due August 10, 2021 (the “Note”), together with a five-year warrant to purchase up to 100 hundred thousand shares of the Company’s common stock at an exercise price of $0.12 per share (the “Warrant”). The gross proceeds to the Company were $100 thousand
In connection with the Note Financing, the Company and the Purchaser entered into certain agreements described below.
Purchase Agreement
The Purchase Agreement contains customary representations, warranties and covenants in connection with the sale and issuance of the Notes and Warrants, including without limitation, representations and warranties of the Purchaser as to its “accredited investor” status.
12% Secured Promissory Note
The Note issued by the Company bears interest at the rate of 12% per annum. All principal and interest on the Note is due and payable in full by the Company on August 10, 2016, the fifth anniversary of the issuance date. The Note may be prepaid in full or part at any time without penalty. Events of default under the Note include, without limitation, the failure to timely pay principal or interest when due and the commencement of a bankruptcy, liquidation or similar proceeding against the Company. The Company’s obligations under the Note are secured by a lien on substantially all of the assets of the Company and Plastic2Oil of NY#1, LLC and JBI RE #1, Inc., each a subsidiary of the Company.
Warrants
The Warrant issued by the Company has a five year term, is exercisable immediately, and has an initial exercise price of $0.12 per share of common stock were granted to the Purchaser in connection with the shares of common stock issuance upon exercise of the Warrant.
Security Agreement
In connection with the Note Financing, the Purchaser was a made a party to that certain existing Security Agreement (the “Security Agreement”) by and among the Company, its subsidiaries named above, Mr. Heddle, Heddle Marine Service, Inc and Christiana Trust Company, as collateral agent, pursuant to which the Company and subsidiaries granted a security interest in favor of the collateral agent and for the benefit of the holders of the Company’s Notes in substantially all of the assets of such grantors. Following an event of default (as defined in the Note), the collateral agent will act with respect to the collateral securing the Notes at the direction of the holders of a majority of the aggregate principal amount of the outstanding Notes.
The foregoing summaries of the Note Financing, the securities to be issued in connection therewith, the Purchase Agreement, the Note, the Warrant and the Security Agreement (all of the foregoing are collectively referred to as the “Transaction Documents”), do not purport to be complete and are qualified in their entirety by reference to the actual Transaction Documents. Copies of the Purchase Agreement, the Note and the Warrant are attached to this Current Report on Form 8-K as Exhibits 10.1, 10.2 and 10.3, respectively, and the Amended and Restated Security Agreement as Exhibit 10.4. The Transaction Documents contain representations and warranties that the parties made solely for the benefit of each other, in the context of all of the terms and conditions of the Transaction Documents. Accordingly, other investors and stockholders of the Company may not rely on such representations and warranties. Furthermore, such representations and warranties are made only as of the date of the applicable Transaction Document. Information concerning the subject matter of such representations and warranties may change after the date of such Transaction Document, and any such changes may not be fully reflected in the Company’s reports or other filings with the Securities and Exchange Commission.
https://www.sec.gov/Archives/edgar/data/13811...-index.htm
4kids
Section 1 – Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On August 8, 2016, Plastic2Oil, Inc., a Nevada corporation (the “Company”), entered into a Subscription Agreement (the “Purchase Agreement”) with Lawrence Leahy (the “Purchaser”), , pursuant to which, on August 10, 2016, the Company sold to the Purchaser in a private placement (the “Note Financing”) a $100 thousand principal amount 12% Secured Promissory Note due August 10, 2021 (the “Note”), together with a five-year warrant to purchase up to 100 hundred thousand shares of the Company’s common stock at an exercise price of $0.12 per share (the “Warrant”). The gross proceeds to the Company were $100 thousand
In connection with the Note Financing, the Company and the Purchaser entered into certain agreements described below.
Purchase Agreement
The Purchase Agreement contains customary representations, warranties and covenants in connection with the sale and issuance of the Notes and Warrants, including without limitation, representations and warranties of the Purchaser as to its “accredited investor” status.
12% Secured Promissory Note
The Note issued by the Company bears interest at the rate of 12% per annum. All principal and interest on the Note is due and payable in full by the Company on August 10, 2016, the fifth anniversary of the issuance date. The Note may be prepaid in full or part at any time without penalty. Events of default under the Note include, without limitation, the failure to timely pay principal or interest when due and the commencement of a bankruptcy, liquidation or similar proceeding against the Company. The Company’s obligations under the Note are secured by a lien on substantially all of the assets of the Company and Plastic2Oil of NY#1, LLC and JBI RE #1, Inc., each a subsidiary of the Company.
Warrants
The Warrant issued by the Company has a five year term, is exercisable immediately, and has an initial exercise price of $0.12 per share of common stock were granted to the Purchaser in connection with the shares of common stock issuance upon exercise of the Warrant.
Security Agreement
In connection with the Note Financing, the Purchaser was a made a party to that certain existing Security Agreement (the “Security Agreement”) by and among the Company, its subsidiaries named above, Mr. Heddle, Heddle Marine Service, Inc and Christiana Trust Company, as collateral agent, pursuant to which the Company and subsidiaries granted a security interest in favor of the collateral agent and for the benefit of the holders of the Company’s Notes in substantially all of the assets of such grantors. Following an event of default (as defined in the Note), the collateral agent will act with respect to the collateral securing the Notes at the direction of the holders of a majority of the aggregate principal amount of the outstanding Notes.
The foregoing summaries of the Note Financing, the securities to be issued in connection therewith, the Purchase Agreement, the Note, the Warrant and the Security Agreement (all of the foregoing are collectively referred to as the “Transaction Documents”), do not purport to be complete and are qualified in their entirety by reference to the actual Transaction Documents. Copies of the Purchase Agreement, the Note and the Warrant are attached to this Current Report on Form 8-K as Exhibits 10.1, 10.2 and 10.3, respectively, and the Amended and Restated Security Agreement as Exhibit 10.4. The Transaction Documents contain representations and warranties that the parties made solely for the benefit of each other, in the context of all of the terms and conditions of the Transaction Documents. Accordingly, other investors and stockholders of the Company may not rely on such representations and warranties. Furthermore, such representations and warranties are made only as of the date of the applicable Transaction Document. Information concerning the subject matter of such representations and warranties may change after the date of such Transaction Document, and any such changes may not be fully reflected in the Company’s reports or other filings with the Securities and Exchange Commission.
https://www.sec.gov/Archives/edgar/data/13811...-index.htm
4kids
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