Item 1.01 Entry into a Material Definitive Agreement.
On
The foregoing description is qualified in its entirety by the terms of the Letter Agreement, which is incorporated herein by reference and attached hereto as Exhibit 10.1.
Item 3.02. Unregistered Sales of
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. The offer and sale of the Interest Shares was made pursuant to the exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), provided by Section 4(a)(2) of the Securities Act. The Company has relied on this exemption from registration based in part on representations made by HT in the SPA that it is an "accredited investor" as defined in Rule 501 under the Securities Act and HT's understanding that the Interest Shares are being acquired for investment purposes and not with a view to or for sale in connection with any distribution thereof in violation of any federal or state securities laws.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Description 10.1 Letter agreement, dated as ofJanuary 4, 2021 , betweenPareteum Corporation andHigh Trail Investments SA LLC
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