NOTE 11 – SUBSEQUENT EVENTS

 

As discussed in Note 4, on October 2, 2014, the Company entered in a line of credit agreement in the maximum amount of $500,000 (“Second Line of Credit”) with Leon Frenkel (“Lender”). Borrowings under the Second Line of Credit bears interest at 8% per annum, with all unpaid principal and accrued interest due and payable on September 19, 2016 pursuant to the terms of the Secured Convertible Promissory Note (the “Note”). In addition, at the election of Lender, all or any portion of the outstanding principal, accrued but unpaid interest and/or late charges under the Second Line of Credit may be converted into shares of the Company’s common stock at any time at a conversion price of $0.12 per share. Borrowings under the Second Line of Credit are guaranteed by the Company and its wholly owned subsidiary, and are secured by all of the assets of the Company pursuant to the terms of a certain Security Agreement and Guaranty Agreement dated as of October 2, 2014. Proceeds from the Second Line of Credit can be solely used for working capital purposes. As of November 14, 2014, the Company has borrowed approximately $190,000 under the Second Line of Credit. In connection with the Second Line of Credit, Lender  is entitled to purchase a certain number of shares of common stock of the Company equal to the outstanding advances under the Second Line of Credit divided by the conversion price of $0.12, for a term of five years, at an exercise price per share equal to $0.20. The Lender has no other material relationship with the Company or its affiliates. In connection services provided by SRA with the placement of the note, as of November 14, 2014, SRA earned a cash commission of $9,500 at 5% of gross proceeds; and 79,167 warrants, exercisable into shares of common stock at $0.12 per share. Additionally in connection with the draw of $190,000, Lender will be issued a warrant, pursuant to which he may exercise into 1,583,333 shares of common stock at $0.20 per share. 

 

On October 15, 2014, we issued the fourth and final tranche of shares to Catalyst Global, LLC, valued at $ 0.12 per share, based on the price per share of the Company’s common stock. The costs associated with the 90,000 shares issued of $10,800 will be amortized upon issuance.

 

On October 17, 2014, we sold 2 units to one (1) accredited investor for total gross proceeds of $180,000, pursuant to which we issued 2,000,000 shares of common stocks and warrants to purchase up to 1,000,000 shares of common stock. The warrants are exercisable for three years and each warrant entitles the holder to purchase one share of common stock at $0.25 per share. The units were offered only to accredited investors and the purchase price of each unit was $90,000, with each unit consisting of 1,000,000 shares of common stock and 500,000 warrants. SRA served as our placement agent. SRA earned $16,000 as a commission at 9% of gross proceeds and issued a warrant to purchase 180,000 shares of our common stock at an exercise price of $0.09 for its services as our private placement agent. The securities offered and sold have not been registered under the Securities Act. The securities were offered and sold in reliance upon exemptions from registration pursuant to Rule 506 promulgated thereunder.

 

On October 24, 2014, we received and accepted Mr. James Gevarges resignation letter, dated October 10, 2014, from the board of directors of Flux Power Holdings, Inc. (the “Company”), effective October 24, 2014. Mr. Gevarges’s resignation was not the result of any disagreements with the Company on any matters relating to the Company’s operations, policies or practices. Mr. Gevarges indicated that he resigned for personal reasons.

 

On November 3, 2014, the Company announced formation of an Advisory Board of up to six members, and named Sir Nigel Burney and Steven Capelli as inaugural Advisory Board members.