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| DLYT.OB > SEC Filings for DLYT.OB > Form 8-K on 29-Sep-2009 | All Recent SEC Filings |
29-Sep-2009
Unregistered Sale of Equity Securities
On September 23, 2009 and September 27, 2009 the Company entered into
subscription agreements with two investors pursuant to which the investors
purchased 192,308 and 125,000 shares of Company's Common Stock, respectively. As
part of the purchase, these investors also received a five-year warrant to
purchase 19,231 and 12,500 shares of Common Stock, at an exercise price of $.75
per share. The aggregate gross proceeds received by the Company for each sale
was $50,000 and $32,500 respectively. The warrants are immediately exercisable
and subject to adjustment for standard anti-dilutions events, including but not
limited to stock dividends, split-up, reclassification or combination of
Company's shares, exchange of stock for other Company stock, or certain capital
reorganizations or reclassification of the capital stock or consolidation,
merger or sale of substantially all Company's assets. In addition, subject to
certain conditions, upon the per share market price of the Common Stock being
$1.50 per share for ten consecutive trading days the Company may require the
holder of the warrant to exercise the warrant or it will automatically
terminate. The issuance of these securities was exempt from registration under
Section 4(2) and Regulation D of the Securities Act.
The proceeds are expected to be used for general working capital purposes.
On September 24, 2009, two investors elected to convert their 9% secured convertible notes and the related accrued interest in the amounts of $58,026 and $116,052 into 290,130 and 580,260 shares of Company's Common Stock, respectively. Said investors also received an additional five-year warrant to purchase up to 25,000 and 50,000 shares, respectively of Common Stock, at an exercise price of $.75 per share in consideration for converting their 9% secured convertible note. The warrant is immediately exercisable and subject to adjustment for standard anti-dilution events. The Common Stock was issued pursuant to exemption from registration under Section 3(a)(9) of the Securities Act.
On September 23, 2009 one investor elected to convert his 9% secured convertible note and the related accrued interest in the amount of $58,013 into 290,068 shares of Company's Common Stock. Said investor also received an additional five-year warrant to purchase up to 25,000 shares of Common Stock, at an exercise price of $.75 per share in consideration for converting their 9% secured convertible note. The warrant is immediately exercisable and subject to adjustment for standard anti-dilution events. The Common Stock was issued pursuant to exemption from registration under Section 3(a)(9) of the Securities Act
On September 18, 2009, two investors elected to convert their 9% secured convertible notes and the related accrued interest in the amounts of $86,928 and $57,866 into 434,640 and 289,329 shares of Company's Common Stock, respectively. Said investors also received an additional five-year warrant to purchase up to 37,500 and 25,000 shares, respectively of Common Stock, at an exercise price of $.75 per share in consideration for converting their 9% secured convertible note. The warrant is immediately exercisable and subject to adjustment for standard anti-dilution events. The Common Stock was issued pursuant to exemption from registration under Section 3(a)(9) of the Securities Act.
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.
September 29, 2009 By: /s/ Timothy N. Tangredi Timothy N. Tangredi Chief Executive Officer, President and Chairman
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