Cherubim Interests, Inc. (OTCPK:CHIT) announced that it has signed a securities purchase agreement for a private placement of common shares with a new accredited investor, Blackbridge Capital, LLC for gross proceeds of up to $5,000,000 on November 18, 2015. The equity line of credit will last for two years from the date on which the company's S-1 registration statement becomes effective. The shares will be sold at 85% of the lowest two trading during 10 trading days, commencing on the first day of trading following delivery and clearing of the shares.

The maximum draw down amount shall be equal to the lesser of $200,000 or 200% of the average daily trading volume for 10 trading days immediately preceding the draw down notice date, multiplied by the lowest trading price for the company's common stock over 10 trading days immediately preceding the draw down notice date. The number of shares in every draw down will not exceed the number that would result in the beneficial ownership of more than 9.99% of the outstanding shares of the company. At each closing, the company shall reimburse the investor for expenses incurred by them.

The company paid a commitment fee, in the form of a convertible promissory note in the principal amount of $125,000 with a maturity date of May 18, 2016 and bearing interest thereon at a fixed rate of 5% per annum. The investor may convert the note, into shares of common stock of the company at 87.5% of the lowest trading price during 10 trading day valuation period. The note provides for liquidated damages of $500 in the event of a default.