GOOD HEMP, INC.

GHMP
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GOOD HEMP, INC. : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

10/20/2021 | 04:08pm

Item 1.01. Entry into a Material Definitive Agreement.



Effective October 14, 2021, the Company entered into a securities purchase
agreement (the "SPA") with Jefferson Street Capital LLC, a New Jersey limited
liability company, pursuant to which the Company agreed to issue to the investor
(i) an Inventory Financing Promissory Note (the "Note"), dated October 5, 2021,
in the principal amount of $275,000; and (ii) five-year cashless warrants to
purchase 185,185 shares of Company common stock at an exercise price of $1.35
per share, subject to adjustment for certain dilutive events.



The warrants were issued to the investor, and the Note was funded by the
investor on October 14, 2021, and on such date pursuant to the SPA, the Company
reimbursed the investor for expenses for compliance and due diligence of
$20,000, and the investor received an original issue discount of $25,000, with
the Company receiving net funding of $230,000. The SPA includes customary
representations, warranties and covenants by the Company and customary closing
conditions. The Note matures on August 20, 2022, and an interest rate 10%
accrued upon issuance. As long as the Note is not in default, the Note is not
convertible. Upon the occurrence of an event of default, the note is convertible
into shares of the Company's common stock at a conversion price equal to 75%
multiplied by the lowest one-day volume-weighted average price during the ten
trading days immediately prior to conversion; provided, however, that the
investor may not convert the note to the extent that such conversion would
result in the investor's beneficial ownership of the Company's common stock
being in excess of 4.99% of the Company's issued and outstanding common stock.
The beneficial ownership limitation may not be waived by the investor.



The foregoing descriptions of SPA and Note do not purport to be complete and are
qualified in their entirety by reference to the full text of the SPA and Note,
copies of which are filed as Exhibits 10.1 and 10.2, respectively, to this
Current Report on Form 8-K and incorporated by reference herein.



Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.



The information provided above in Item 1.01 herein is incorporated by reference
into this Item 2.03.



Item 9.01. Financial Statements and Exhibits.






(d) Exhibits



Exhibit No. Description

10.1 Securities Purchase Agreement, entered into between Good Hemp,
Inc.
and Jefferson Street Capital LLC, dated October 5, 2021 *

10.2 Inventory Financing Promissory Note dated October 5, 2021, by Good
Hemp, Inc.
to Jefferson Street Capital LLC *




*Filed herewith.




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