AppTech Payments Corp. Form 8-K Filing

AppTech Payments Corp. has entered into securities purchase agreements with LendSpark Corporation and Manetto Hill Fund Series I, LLC. The agreements involve the issuance of 18% promissory notes with a principal amount of $500,000 each, purchased at a discount for $475,000 per note. Additionally, each investor received warrants to purchase 500,000 shares of the company's common stock. These notes are convertible into common stock at a fixed price of $2.00 per share, subject to a 4.99% beneficial ownership limitation. The notes mature in 14 months and will have amortization payments starting May 4, 2026. Events of default may allow investors to receive 125% of outstanding principal and accrued interest. The warrants are exercisable at $1.00 per share, expire in five years, and also include a 4.99% beneficial ownership limitation. Infinitus Pay Inc., a subsidiary, has provided a guaranty for the company's obligations under the notes and granted a security interest in certain collateral. The company also agreed to pay fees to HCC Securities Group, Inc. as a placement agent. These transactions were conducted under an exemption from registration.