UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On December 15, 2022, Bubblr, Inc. (the “Company”) entered into a second amendment to its outstanding Convertible Promissory Notes issued by the Company on June 30, 2021 (the “June 2021 Notes”) and a second amendment (the “Amendment No. 2”) to its outstanding Convertible Promissory Notes issued by the Company on November 5, 2021 (the “November 2021 Notes”, and together with the June 2021 Notes, the “Notes”) (collectively, the “Amendment No. 2”). Pursuant to the terms of the Amendment No. 2, the conversion price of the Notes was amended to equal to $0.50 per share of the Company common stock, par value $0.01 per share (the “Common Stock”) from $1.15 per share. As a result of this amendment, as of December 15, 2022, if the outstanding principal amount of the June 2021 Notes ($2,112,150) and November 2021 Notes ($175,630) and accrued but unpaid interest on the June 2021 Notes ($21,120) and November 2021 Notes ($3,659) were converted, an additional 4,347,520,000 shares of Common Stock and 358,578 shares of Common Stock, respectively, would issuable upon such conversion. The amendment was approved by holders of a majority in interest of the outstanding Notes.
The foregoing description of the Amendment No. 2 does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of such documents, which are attached as Exhibits 4.1 and 4.2 to this Current Report on Form 8-K and incorporated by reference herein.
Item 3.03 Material Modification to Rights of Security Holders.
The description regarding the Amendment No. 2 described in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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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.
| Dated: December 21, 2022 | Bubblr, Inc. | ||
| By: | /s/ Rik Willard | ||
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Name: Title: |
Rik Willard Chief Executive Officer |
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