Attached files
| file | filename |
|---|---|
| EX-10.30 - PROMISSORY NOTE FOR $50,000 DATED OCTOBER 20, 2016 - Ocean Thermal Energy Corp | tdys_ex1030.htm |
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): October 20, 2016
|
TetriDyn Solutions, Inc.
|
|||||
|
(Exact
name of registrant as specified in its charter)
|
|||||
|
|
|
|
|
|
|
|
Nevada
|
|
033-19411-C
|
|
65-0008012
|
|
|
(State
or other jurisdiction of incorporation)
|
|
(Commission File
Number)
|
|
(IRS
Employer Identification No.)
|
|
|
|
|
|
|
|
|
|
800 South Queen Street
|
|
|
|
||
|
Lancaster, PA
|
|
17603
|
|
||
|
(Address
of principal executive offices)
|
|
(Zip
code)
|
|
||
|
|
|
|
|
||
|
Registrant’s
telephone number, including area code:
|
|
717-715-0238
|
|
||
|
|
|
|
|
||
|
n/a
|
|
||||
|
(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:
|
☐
|
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))
|
ITEM 1.01—ENTRY INTO A MATERIAL DEFINITIVE
AGREEMENT
On
October 20, 2016, TetriDyn Solutions, Inc. (the “Company”), issued a
convertible note in the principal amount of $50,000, payable to JPF
Venture Group, Inc., an investment entity that is majority-owned by
Jeremy P. Feakins, the Company’s chief executive officer and
director. The terms of the note are as follows: (i) interest
is payable at 6% per annum; (ii) the note is payable 90 days
after demand; and (iii) payee is authorized to convert part or
all of the note balance and accrued interest, if any, into shares
of the Company’s common stock at the rate of one share each
for $0.03 of principal amount of the note.
ITEM 3.02—UNREGISTERED SALES OF EQUITY
SECURITIES
On
October 20, 2016, the Company issued a convertible note in the
principal amount of $50,000, payable to JPF Venture Group, Inc., as
described in Item 1.01 above. The note was issued in reliance on
the exemption from registration provided in Section 4(a)(2) of the
Securities Act of 1933, as amended, for transactions not involving
any public offering. JPF Venture Group, Inc. is an
“accredited” investor as defined in Rule 501(a) of
Regulation D. JPF Venture Group, Inc. confirmed the foregoing and
acknowledged that the securities must be acquired and held for
investment. No underwriter participated in the offer and sale of
these securities, and no commission or other remuneration was paid
or given directly or indirectly in connection
therewith.
ITEM 9.01—FINANCIAL STATEMENTS AND EXHIBITS
The
following is filed as an exhibit to this report:
|
Exhibit
Number
|
|
Title
of Document
|
|
Location
|
|
|
|
|
|
|
|
Item 10
|
|
Material Contracts
|
|
|
|
10.30
|
|
Promissory
Note for $50,000 dated October 20, 2016
|
|
Attached
|
_______________
*
All exhibits are
numbered with the number preceding the decimal indicating the
applicable SEC reference number in Item 601 and the number
following the decimal indicating the sequence of the particular
document. Omitted numbers in the sequence refer to documents
previously filed as an exhibit.
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 hereunto duly authorized.
|
|
TETRIDYN SOLUTIONS, INC.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dated:
October 20, 2016
|
By:
|
/s/
Jeremy P. Feakins
|
|
|
|
Jeremy
P. Feakins, Chief Executive Officer
|