AND EXCHANGE COMMISSION
TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
of Report (Date of earliest event reported): July 6, 2020
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 CFR 230.425)|
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
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 [ ]
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.
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 Definitive Material Agreement
July 6, 2020, Clean Energy Technologies, Inc. (the “Company) entered into a securities purchase agreement (the “Securities
Purchase Agreement”) with LGH Investments, LLC (the “Investor”), pursuant to which the Company issued to the
Investor a convertible promissory note (the “Note”) in the original principal amount of $164,800, a Warrant (the “Warrant”)
to purchase 1,500,000 shares of the Company’s common stock, par value $.001 per share (the “Common Stock”) and
one million (1,000,000) restricted shares of Common Stock (“Inducement Shares”). The Note carried an original issue
discount of $4,800 with interest of 8% per annum payable at maturity. The Note matures 8 months from the issue date and is convertible
at any time into the Common Stock at a conversion price equal to $0.02 per share, subject to adjustment. The conversion of the
Note is limited to 4.99% of the issued and outstanding shares of the Common Stock unless the market capitalization falls below
$2,000,000 in which case the limitation is increased to 9.99%. If an event of default occurs, the conversion price changes to
the lesser of (a). $0.02 (two) cents or (b) 70% of the lowest traded price in the prior fifteen trading days immediately preceding
a notice of conversion. In the event that the Company issues a convertible note on more favorable terms the terms of the Note
will be revised to reflect such terms.
Warrant has an exercise price of $0.04 per share, have a term of two years, and may be exercised on a cashless basis. The exercise
price and number of shares subject to purchase under the Warrant are subject to adjustment for certain corporate actions.
foregoing descriptions of the terms of the Securities Purchase Agreement, Note and Warrant does not purport to be complete and
are qualified in their entirety by reference to the full text of the Securities Purchase Agreement, Note and Warrant attached
hereto as Exhibits 10.111, 10.112 and 10.113, respectively.
2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
information set forth above in Item 1.01 with respect to issuance of the Note is hereby incorporated by reference into this Item
3.02. Unregistered Sale of Equity Securities.
information contained in Item 1.01 of this Current Report on Form 8-K with respect to the issuance of the Note and Warrant is
incorporated by reference into this Item 3.02. The Note and Warrant issued to the Investor were offered and sold in a transaction
exempt from registration under the Securities Act of 1933, as amended, in reliance on Section 4(a)(2) thereof.
proceeds received by the Company from the Note issued to the Investor will be used to pay off the Company’s obligations
under the $103,000 Note previously issued to Power Up Lending Group, Ltd. and for general working capital purposes.
9.01 Financial Statements and Exhibits.
||Form of Securities Purchase Agreement, dated July 6, 2020, by and between Clean Energy Technologies, Inc. and LGH Investments, LLC|
||Form of $164,800 Convertible Promissory Note, dated July 6, 2020, issued by Clean Energy Technologies, Inc. to LGH Investments, LLC|
||Form of Common Stock Purchase Warrant, dated July 6, 2020, issued by Clean Energy Technologies, Inc. to LGH Investments, LLC|
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.