Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On
The first agreement, a 15% Convertible Debenture in the amount of
The holder will not have the right to convert any portion of the Debenture if, giving effect to the conversion, the holder and/or any of its affiliates together, would beneficially own in excess of 4.99% of the outstanding shares of DTII. The company shall have the right at any time to redeem the Debenture after giving a twenty day notice of redemption to the holder.
The second funding agreement is a Convertible Promissory Note in the principal
amount of
The holder of the Note has the right, at any time, to convert all, or ay part of the outstanding and unpaid principal amount and accrued interest, into shares of DTII common stock at a variable conversion price ["VCP"). The VCP will be 55% of the market price of DTII shares, as determined by the lesser of the (i) lowest traded price, and (ii) lowest closing bid price on the applicable over the counter trading market, during the 25 trading-day period ending on the day prior to conversion. In the event the DTII shares are not deliverable via DWAC following a conversion under the Note, an additional ten percent (10%) discount will be factored into the VCP. If during the term of the Note the company ceases to be subject to the reporting requirements of the Securities Exchange Act of 1933, an additional fifteen percent (15%) will be factored into the VCP.
We intend to immediately use the new funds to purchase certain fabrication
center equipment and assembly fixtures, which we believe will expand our
production and fabrication capabilities of our Passive Portal walk-through
weapons detector scanner. We will also pay out settlement of an existing note
payable in the amount of
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Item 9.01 Financial Statements and Exhibits. (d) Exhibits
Exhibit No. Description
10.1 15% Convertible Debenture 10.2 Convertible Promissory Note 99.1 Press Release datedJanuary 7, 2020
Cautionary Note About Forward-looking Statements
Statements contained in this current report which are not historical facts, may be considered "forward-looking statements," which term is defined by the Private Securities Litigation Reform Act of 1995. Any "safe harbor under this Act does not apply to a "penny stock" issuer, which definition would include the company. Forward-looking statements are based on current expectations and the current economic environment. We caution readers that such forward-looking statements are not guarantees of future performance. Unknown risks and uncertainties as well as other uncontrollable or unknown factors could cause actual results to materially differ from the results, performance or expectations expressed or implied by such forward-looking statements.
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