Item 1.01 Entry into a Material Definitive Agreement.
On December 29, 2022, The Crypto Company (the "Company") entered into a First
Amendment to Promissory Note (the "Amendment") to amend certain terms of a
Promissory Note (the "Note") originally issued by the Company on or about May 3,
2022 in favor of AJB Capital Investments, LLC ("AJB"). Pursuant to the
Amendment, AJB loaned the Company an additional $125,000 (resulting in proceeds
to the Company of $100,000 after giving effect to an original issue discount of
$25,000), and, as a result the Amendment served to increase the face amount of
the Note to $1,125,000 to give effect to the additional funds loaned to the
Company. All transaction documents originally entered into by the parties in
connection with the issuance of the Note were amended to cause the term
"Principal" to mean the sum of $1,125,000. Except as amended by the Amendment
all of the original terms and conditions of the Note remain as set forth in the
original transaction documents.
The Company used proceeds of the additional loan amount, in part, to satisfy in
full all remaining obligations owed by the Company pursuant to a promissory note
in the principal amount of $79,250 issued in favor of 1800 Diagonal Lending, LLC
in July 2022 (the "July Diagonal Note"). As a result, the July Diagonal Note is
satisfied in full and was terminated.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 is incorporated herein by reference.
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