PURCHASE AGREEMENTPurchase Agreement • January 27th, 2017 • Salon Media Group Inc • Services-advertising • New York
THIS AGREEMENT is made as of the 24th day of January, 2017, by and among Salon Media Group, Inc. (the “Company”), a corporation organized under the laws of the State of Delaware, with its principal offices at 870 Market Street, San Francisco, California 94102 and the purchasers whose names and addresses are set forth on the signature pages hereof (collectively, the “Purchasers” and each a “Purchaser”).
AMENDMENT TO SALON MEDIA GROUP, INC. STOCK EXCHANGE AGREEMENTStock Exchange Agreement • January 27th, 2017 • Salon Media Group Inc • Services-advertising
This amendment to that certain stock exchange agreement (the “Stock Exchange Agreement”) executed November 10, 2016 by Salon Media Group, Inc. (the “Company”), and William Hambrecht, is made as of January 19, 2017 to amend the class of shares that Mr. Hambrecht will receive pursuant to the Stock Exchange Agreement. As the Company does not have sufficient authorized shares of Common Stock to fully satisfy Mr. Hambrecht’s exchange of his related party advances (the “Related Party Advances”), Mr. Hambrecht agrees to accept a combination of shares of Common Stock and Series A Mandatorily Convertible Voting Preferred Stock (the “Series A Preferred Stock”). In lieu of receiving 29,130,000 shares of Common Stock for his Related Party Advances aggregating $2,913,000, Mr. Hambrecht agrees to receive 2,246,017 shares of Common Stock 268,840 shares of Series A Preferred Stock upon the execution of the Purchase Agreement dated January 24, 2017 and the initial closing of the Private Placement, in f
AMENDMENT TO SALON MEDIA GROUP, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 27th, 2017 • Salon Media Group Inc • Services-advertising
This amendment to that certain Securities Purchase Agreement (the “Securities Purchase Agreement” or the “Bridge Financing”) executed August 5, 2016 by Salon Media Group, Inc. (the “Company”), and Elizabeth Hambrecht, is made as of January 24, 2017 to amend the class of shares that Ms. Hambrecht will receive pursuant to the Bridge Financing and to satisfy the Company’s obligations thereunder. Under the Securities Purchase Agreement Ms. Hambrecht purchased one or more promissory notes with an aggregate principal amount of $100,000 (the “Notes”) which were to convert into shares of the Common Stock of the Company. As the Company does not have sufficient authorized shares of Common Stock to fully satisfy Ms. Hambrecht’s purchase of shares of Common Stock of the Company, Ms. Hambrecht agrees to accept shares of Series A Mandatorily Convertible Voting Preferred Stock (the “Series A Preferred Stock”) in place of the shares of Common Stock in conversion of the Notes. Accordingly, in full sati
AMENDMENT TO SALON MEDIA GROUP, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 27th, 2017 • Salon Media Group Inc • Services-advertising
This amendment to that certain Securities Purchase Agreement (the “Securities Purchase Agreement” or the “Bridge Financing”) executed August 5, 2016 by Salon Media Group, Inc. (the “Company”), and Heather Gillette, is made as of January 24, 2017 to amend the class of shares that Ms. Gillette will receive pursuant to the Bridge Financing and to satisfy the Company’s obligations thereunder. Under the Securities Purchase Agreement Ms. Gillette purchased one or more promissory notes with an aggregate principal amount of $100,000 (the “Notes”) which were to convert into shares of the Common Stock of the Company. As the Company does not have sufficient authorized shares of Common Stock to fully satisfy Ms. Gillette’s purchase of shares of Common Stock of the Company, Ms. Gillette agrees to accept shares of Series A Mandatorily Convertible Voting Preferred Stock (the “Series A Preferred Stock”) in place of the shares of Common Stock in conversion of the Notes. Accordingly, in full satisfactio
SALON MEDIA GROUP, INC. STOCK EXCHANGE AGREEMENTStock Exchange Agreement • January 27th, 2017 • Salon Media Group Inc • Services-advertising • Delaware
This STOCK EXCHANGE AGREEMENT (this “Agreement”) is made as of November 14, 2016, by and among Salon Media Group, Inc., a Delaware corporation (the “Company”), each of the holders of Series C Preferred Stock, par value $0.001 per share, of the Company (the “Series C Preferred Stock”) set forth on Schedule A hereto (each, a “Series C Preferred Holder,” and collectively, the “Series C Preferred Holders”), and the persons set forth on Schedule B hereto (each a “Related Party,” collectively the “Related Parties,” and together with the Series C Preferred Holders, the “Holders” (each, a “Holder”)).
