SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 10, 2012
Location Based Technologies, Inc.
(Exact name of registrant as specified in its charter)
49 Discovery, Suite 260, Irvine, California 92618
(Address of Principal Executive Offices) (Zip Code)
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registration under any of the following provisions:
Item 1.01 Entry into a Material Definitive Agreement
On December 10, 2012 Location Based Technologies, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Agreement”) with ECPC II Capital, LLC (“ECPC”) pursuant to which the Company issued a Secured Convertible Promissory Note (the “Note”) in exchange for an investment of up to One Million Dollars ($1,000,000). The Note is convertible into our common stock at $0.25 per share, bears interest at a rate of 8% per annum and has a term of 6 months. The loan is secured by a security interest in two of the Company’s patents which the Company considers to be non-core.
A copy of the Agreement, the Share Purchase Agreement and the Security Agreement are attached as Exhibits 10.1, 10.2 and 10.3 respectively.
Item 9.01. Financial Statements and Exhibits
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.