Item 3.02 Unregistered Sales of Equity Securities.
As previously reported, CloudCommerce, Inc. (the "Company") entered into
securities purchase agreements pursuant to which it issued convertible notes to
various accredited investors, which notes are convertible into shares of the
Company's common stock on the terms and subject to the conditions set forth in
the various securities purchase agreements and associated notes. A certain
accredited investor converted $183,130.74 in principal, interest and fees
resulting in the issuance of 18,313,074 shares of common stock.
The securities above were offered and sold pursuant to an exemption from the
registration requirements under Section 4(a)(2) of the Securities Act of 1933,
as amended, since, among other things, the transactions did not involve a public
offering of the securities.
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