Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of the Registrant
Effective November 17, 2021, Clickstream Corporation (the "Company") issued to
Discovery Growth Fund, LLC (the"Payee")a convertible promissory note (the
"Note") in the principal amount of $600,000. The Note has an original issue
discount of $100,000 (20% discount) and bears interest at the annual rate of 8%.
The principal and accrued interest under the Note,is due on May 16, 2022.
Commencing February 16, 2022, the Payee has the right to exchange the principal
plus accrued interest into shares of Company's Common Stock pursuant to the
Company's Regulation A Offering. The number of shares to be issued is determined
by dividing the exchange amount by the offering price of the Regulation A
Offering. Additionally, the Payee has the right to convert any remaining
principal amount and accrued interest into shares of the Company's Common Stock
at a conversion price of $0.04 per share. The right to convert is qualified by
customary blocker provisions in the case where the holder would beneficially own
in excess of 4.99% of the shares outstanding.
The foregoing summary of the Note does not purport to be complete and is
qualified in its entirety by the terms and conditions set forth in the form
thereof attached hereto as Exhibit 4.1 which is incorporated by reference
herein, in its entirety.
Item 3.03 Unregistered Sales of Equity Securities
Reference is made to the discussion in Item 2.03, which is hereby incorporated
by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit Description
4.1 Convertible Promissory Note
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