Item 1.02 Termination of a Material Definitive Agreement.
As previously reported, on October 6, 2021, Leet Technology Inc. (the "Company")
entered into a purchase agreement, dated as of October 6, 2021 (the "Purchase
Agreement"), and a registration rights agreement, dated as of October 6, 2021
(the "Registration Rights Agreement" and together with the Purchase Agreement,
the "Agreements"), with Lincoln Park Capital Fund, LLC ("Lincoln Park"),
pursuant to which Lincoln Park committed to purchase up to $15.0 million of the
Company's common stock, par value $0.0001 per share (the "Common Stock"). The
Company first reported its entry into the Agreements in a current report on Form
8-K filed with the Securities and Exchange Commission on October 13, 2021.
On November 3, 2022, the Company and Lincoln Park mutually agreed, in writing,
to terminate each of the Agreements, effective as of 4:30 p.m., Eastern time, on
such date, including all representations, warranties, covenants and agreements
of the parties therein, other than the indemnification and related obligations
of the Company in the Purchase Agreement, which will survive termination. In
addition, the Company agreed that it will not effect or enter into an agreement
to effect any issuance by the Company of Common Stock in a committed equity
facility of the type contemplated by the Agreements, or a substantially similar
transaction, whereby an investor is irrevocably bound to purchase Common Stock
from the Company over a period of time at prices based on the market price of
the Common Stock at the time of each such purchase, other than with Lincoln
Park.
No shares of Common Stock were sold by the Company to Lincoln Park pursuant to
the Purchase Agreement.
A copy of the termination agreement, dated November 3, 2022, by and between the
Company and Lincoln Park, pursuant to which the parties mutually agreed to
terminate the Agreements is attached hereto as Exhibit 10.1, and the foregoing
description of such termination agreement is qualified in its entirety by
reference to Exhibit 10.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number: Description:
10.1 Termination Agreement, dated November 3, 2022, by and between Leet
Technology Inc. and Lincoln Park Capital Fund, LLC.
104 The cover page from this Current Report on Form 8-K, formatted in
Inline XBRL
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