Item 3.02 Unregistered Sales of Equity Securities
On February 12, 2021, iSign Solutions Inc. (the "Company") entered into a Note
Purchase Agreement (the "Purchase Agreement") with certain investors (each an
"Investor," and, collectively, the "Investors"). Under the terms of the Purchase
Agreement, the Company received loans in the aggregate amount of $75,000 (the
"Loans") from the Investors in exchange for the Company's issuance to each of
the Investors of an unsecured convertible promissory note equal to the amount of
such Investor's loan contribution to the Company (each a "Note," and,
collectively, the "Notes"). The Loans consisted of $60,000 in cash and of
$15,000 due under certain advances on accounts receivable received by the
Company during the current quarter and exchanged into Notes under the Purchase
Agreement. The Notes bear interest at the rate of 10% per annum, and have a
maturity date of December 31, 2021. The Notes may be converted by their terms at
the option of Investors into shares of the Company's common stock.
The Company may use any funds received from the Investors for working capital
and general corporate purposes, in the ordinary course of business, and to pay
fees and expenses in connection with the Company's entry into the Purchase
Agreement.
Transactions With Related Persons
SG Phoenix LLC assisted the Company in negotiating with Investors the term sheet
for the transaction described above, the terms of which were approved by a
Special Committee of the Board of Directors comprised of disinterested
directors, as well as the entire Board of Directors. SG Phoenix LLC is the
management company of Phoenix Venture Fund LLC, the Company's largest
stockholder, which has participated in several of the Company's previous
financing transactions. Philip Sassower and Andrea Goren are the co-managers of
SG Phoenix LLC, and are also the Company's Chief Executive Officer and Chief
Financial Officer, respectively. Michael Engmann, the Company's President, and
an entity affiliated with Mr. Goren participated as Investors in the above
described financing. Messrs. Sassower and Engmann are Co-Chairmen of the Board
of Directors, and Mr. Goren is also a member of the Company's Board of Directors
and the Company's Corporate Secretary.
© Edgar Online, source Glimpses
ISIGN SOLUTIONS INC. 
