Gold Rock Holdings Sells 1M Shares in Private Placement
Ticker: GRHI · Form: 8-K · Filed: Apr 12, 2024 · CIK: 894501
Sentiment: neutral
Topics: unregistered-sale, private-placement, working-capital
TL;DR
GRHI just sold 1M shares for $100K in a private placement. Raising cash for working capital.
AI Summary
On April 4, 2024, Gold Rock Holdings, Inc. reported the unregistered sale of 1,000,000 shares of common stock to an accredited investor for $100,000. This transaction was part of a private placement, and the company intends to use the proceeds for general working capital purposes.
Why It Matters
This filing indicates Gold Rock Holdings is raising capital through equity sales, which could impact its financial structure and future operations.
Risk Assessment
Risk Level: medium — The unregistered sale of equity securities can sometimes signal financial distress or a need for immediate capital, and the terms of such private placements can be dilutive.
Key Numbers
- 1,000,000 — Shares Sold (Represents the volume of unregistered equity securities sold in the private placement.)
- $100,000 — Capital Raised (The total amount of funds generated from the sale of common stock.)
Key Players & Entities
- Gold Rock Holdings, Inc. (company) — Filer of the 8-K report
- April 4, 2024 (date) — Date of the earliest event reported
- 1,000,000 (share_count) — Number of common stock shares sold
- $100,000 (dollar_amount) — Total proceeds from the sale of common stock
FAQ
What was the price per share in the unregistered sale?
The filing states 1,000,000 shares were sold for $100,000, implying a price of $0.10 per share.
Who was the accredited investor that purchased the shares?
The filing does not disclose the specific identity of the accredited investor.
What is the intended use of the $100,000 in proceeds?
The company intends to use the proceeds for general working capital purposes.
Were these shares registered with the SEC?
No, the filing explicitly states these were unregistered sales of equity securities.
What is the company's ticker symbol?
The ticker symbol is not explicitly mentioned in this excerpt of the filing.
Filing Stats: 448 words · 2 min read · ~1 pages · Grade level 9.9 · Accepted 2024-04-12 15:59:59
Key Financial Figures
- $0 — l of 5,833,333 common shares, par value $0.001, 144- restricted shares, pursuant t
- $0.06 — Act of 1933. The shares were issued at $0.06 per share through effectuated "Subscrip
Filing Documents
- grhi0412248k.htm (8-K) — 20KB
- ex10_1.htm (EX-10.1) — 45KB
- 0001091818-24-000043.txt ( ) — 243KB
- ghri-20240404.xsd (EX-101.SCH) — 3KB
- ghri-20240404_lab.xml (EX-101.LAB) — 33KB
- ghri-20240404_pre.xml (EX-101.PRE) — 22KB
- grhi0412248k_htm.xml (XML) — 3KB
02 - Unregistered Sale of Equity Securities
Item 3.02 - Unregistered Sale of Equity Securities. On April 4, 2024, Gold Rock Holdings, Inc. ("Company"), the Registrant, issued to two accredited entities and two accredited investors a total of 5,833,333 common shares, par value $0.001, 144- restricted shares, pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933. The shares were issued at $0.06 per share through effectuated "Subscription Agreements." After the issuance the Company's common stock, par value $0.001, has outstanding shares at 236,886,969. Financial Item 9.01 -Financial Statements and Exhibits. (a) Financial statements of business acquired . Not applicable. (b) Pro forma financial information . Not applicable. (c) S hell company transactions . Not applicable. (d) Exhibits . Exhibit Description 10.1 Subscription Agreement -2-
SIGNATURES
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. Date: April 12, 2024 Gold Rock Holdings, Inc. By /s/ Richard Kaiser CFO/ Director -3-