Drone Guarder, Inc. (OTCPK:DRNG) announced a securities purchase agreement for the private placement of a 12% convertible promissory note with new investor Auctus Private Equity Management, Inc. for gross proceeds of $165,000 on January 22, 2018. The note carries a coupon of 12% per annum and would mature on October 22, 2018. The conversion price will be the lesser of the lowest trading price of our common stock during the 25 day trading period prior to the issue date of the note and 50% of the lowest trading price of our common stock during the 25 day trading period prior to the conversion. The conversion price is subject to further reduction upon certain events specified in the note. The company has the right to prepay the note at any time until the 180th calendar day after the issue date of the note, in an amount equal to 150% or 135% if the note is prepaid on or before 90 days after the issue date of the note, of the outstanding balance including principal and accrued and unpaid interest. We may not prepay the Note after the 180th calendar day after the issue date of the Note. The net proceeds of the sale of the note, after deducting the expenses payable by us, are expected to be $162,250. The company issued the securities pursuant to exemptions provided under Regulation D. The company shall reimburse the investor for any and all expenses incurred by them in connection with the negotiation, preparation, execution, delivery and performance of this agreement. At the closing, the company's initial obligation with respect to this transaction is to reimburse investor’s legal expenses were $2,750 plus the cost of wire fees.