Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
ANTS.OB > SEC Filings for ANTS.OB > Form 8-K on 9-Aug-2011All Recent SEC Filings

Show all filings for ANTS SOFTWARE INC

Form 8-K for ANTS SOFTWARE INC


9-Aug-2011

Entry into a Material Definitive Agreement, Unregistered Sale of Equity Securit


Item 1.01. Entry into a Material Definitive Agreement.

On August 3, 2011, ANTs software inc. ("ANTs" or the "Company") issued one million, six hundred thousand (1,600,000) units (each a "Unit") at $0.10 per Unit, each Unit consisting of (i) one share of the Company's common stock, par value $0.0001 per share ("Common Stock") and (ii) a warrant to purchase one share of Common Stock at $0.12 per share (expiring 24 months from date of issue), to Constantin Zdarsky in reliance on the private placement exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), provided by Section 4(2) thereof.

In addition, the Company signed a commitment letter with Mr. Zdarsky (the "Commitment Letter") whereby Mr. Zdarsky has the option to purchase up to an additional three million four hundred thousand (3,400,000) Units, in two separate but equal tranches on the same terms as the August 3, 2011 investment at his sole discretion any time prior to September 30, 2011.

A copy of the Commitment Letter is attached hereto as Exhibit 10.1, and is incorporated by reference herein. The foregoing description of the material terms of the Commitment Letter and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to such exhibit.



Item 3.02. Unregistered Sales of Equity Securities.

Sale of Shares to Constantin Zdarsky

See Item 1.01 above, which is incorporated herein by reference, for a discussion of the same of unregistered securities to a private investor on August 3, 2011.

Sale of Shares to a Private Investor

On August 3, 2011, the Company issued three hundred thousand (300,000) units at $0.10 per unit, each unit consisting of (i) one share of the Common Stock and
(ii) a warrant to purchase one share of Common Stock at $0.12 per share (expiring 12 months from date of issue), to an individual investor in reliance on the private placement exemption from the registration requirements of the Securities Act, provided by Section 4(2) thereof.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number     Description

10.1       Form of Commitment Letter, dated August 3, 2011, by and between the
           Company and Constantin Zdarsky.


  Add ANTS.OB to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for ANTS.OB - All Recent SEC Filings
Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.