Item 1.01 Entry into a Material De?nitive Agreement.
On January 13, 2023, Singlepoint Inc. (the "Company") entered a Securities
Purchase Agreement (the "Purchase Agreement") with GHS Investments, LLC ("GHS"),
whereby GHS agreed to purchase up to Seven Hundred Fifty (750) shares of the
Company's Class E Convertible Preferred Stock (the "Class E Preferred Stock").
Upon the execution of the Purchase Agreement, the Company agreed to sell, and
GHS agreed to purchase, one hundred (100) shares of Class E Preferred Stock at
price of $1,000 per share of Class E Preferred Stock. Upon the terms and
subject to the conditions set forth in the Purchase Agreement, upon satisfaction
of the applicable deliveries and closing conditions, the Company agreed to sell,
and GHS agreed to purchase, upon a mutually agreed upon date determined by the
Company and GHS, three Additional Closings (as defined in the Purchase
Agreement), each for the purchase of up-to two hundred and fifty (250) shares of
Class E Preferred Stock at price of $1,000 per share of Class E Preferred
Stock. In addition the Company issued GHS twenty five shares of Class E
Preferred Stock upon the Initial Closing Date as an equity incentive.
The foregoing description of the terms of the Purchase Agreement does not
purport to be complete and is qualified in its entirety by the complete text of
the document attached as Exhibit 10.1 to this Current Report on Form 8-K.
Item 3.02 Unregistered Sales of Equity Securities
Pursuant to the terms of the Purchase Agreement, the Company agreed to issue to
GHS an aggregate of up to Seven Hundred Seventy Five (675) shares of Class E
Preferred Stock (as more fully described it Item 1.01 above). The foregoing was
not registered under the Securities Act of 1933 and was made pursuant to the
exemption from registration provided by Section 4(a)(2) of the Securities Act of
1933, as amended.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following documents are filed as Exhibits:
Exhibit Description
10.1 Purchase Agreement between Singlepoint Inc. and GHS Investments, LLC
dated as of January 13, 2023.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
Document).
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