Current Report Filing (8-k)
04 September 2020 - 7:20AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported) August 31, 2020
APPLIED ENERGETICS, INC.
(Exact Name of Registrant
as Specified in Its Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
001-14015
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77-0262908
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(Commission File Number)
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(IRS Employer Identification No.)
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2480 W Ruthrauff Road, Suite 140 Q, Tucson, Arizona
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85705
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(Address of Principal Executive Offices)
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(Zip Code)
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(520) 628-7415
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed
Since Last Report)
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
☐ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company: ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $.001 per share
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AERG
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OTCQB
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Item 2.03 Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On
August 31, 2020, Applied Energetics, Inc. completed its bridge financing consisting of the issuance of 10% Promissory Notes in
the aggregate original principal amount of $5,411,698, which amount includes $1,087,698 which were issued upon exchange for principal
and/or interest due on outstanding promissory notes that were previously
issued by the company. These notes bear interest at a rate of 10% per annum. At any time after October 15, 2020 until July 15,
2021, the date of maturity, (i) each investor may elect to convert these notes into shares of our common stock, at a conversion
price of $0.30 per share and (ii) the company may elect to prepay, either in cash or in shares of common stock at a price of $0.30
per share, at the option of the holder, the amount of principal and interest then outstanding under each note. In the event we
elect to prepay the notes, we will notify the holders, each of whom will then have five business days to notify the company if
they prefer to receive such prepayment in cash or stock. These notes are payable in full at maturity. In lieu of repayment of the
principal and interest on the notes at maturity, the company may elect to convert the amounts due into shares of common stock at
a price of $0.15 per share.
Item 3.02 Unregistered Sales of Equity Securities.
Commencing on October 15, 2020, the 10%
Promissory Notes described in Item 2.03 of this Current Report on Form 8-K become convertible by the holders thereof at a fixed
conversion price of $0.30 per share. As of that same date, the company may elect to prepay these notes, either in cash or in shares
of common stock at a price of $0.30 per share, at the option of the holder, the amount of principal and interest then outstanding
under each note. At maturity, these notes are repayable by the company in either cash or stock at a price of $0.15 per share. These
notes were, and any shares issued upon conversion of these notes will be, issue to accredited, sophisticated purchasers and not
in connection with any public offering, pursuant to Section 4(a)(2) of the Securities Act of 1933.
Item 9.01 Financial Statement and Exhibits.
Exhibits
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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By:
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/s/ Gregory J. Quarles
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Gregory J. Quarles
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Chief Executive Officer
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Date: September 3, 2020
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