Note sold at 90 OID with zero interest if paid in full in 90 days
By Marisa Wong
Madison, Wis., Jan. 9 – Reve Technologies, Inc. sold a $250,000 convertible promissory note to JMJ Financial on Dec. 3, according to an 8-K filing with the Securities and Exchange Commission.
Proceeds totaled $225,000 after taking into consideration an original issue discount of $25,000.
If the company repays all consideration received under the note within 90 days of the Dec. 3 effective date, there will be 0% interest charged under the note. Otherwise, there will be a one-time interest charge of 12%.
At any time after the effective date, the investor may convert all or part of the note into shares of Reve’s common stock at the lesser of $0.51 a share or 60% of the lowest trade price in the 25 trading days prior to the conversion.
The investor has agreed to restrict its ability to convert the note and receive shares of common stock such that the number of shares held by it after conversion or exercise does not exceed 4.99% of the then issued and outstanding shares.
As of the effective date, the investor funded $25,000 under the note.
Reve is a development stage company based in Huntington Beach, Calif.
| Issuer: | Reve Technologies, Inc.
|
| Issue: | Convertible promissory note
|
| Amount: | $250,000
|
| Proceeds: | $225,000 (OID of $25,000)
|
| Coupon: | 0% if company repays note within 90 days of Dec. 3; otherwise, 12%
|
| Conversion price: | Lesser of $0.51 or 60% of lowest trade price in 25 trading days prior to conversion
|
| Investor: | JMJ Financial
|
| Settlement date: | Dec. 3 (for $25,000)
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