REALLOYS INC. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds   Unregistered Sales of Securities   As reported in our current report on Form 8-K filed June 15, 2023,on June 9, 2023, the Company entered into a Securities Exchange Agreement Evtec. Under the terms of the Securities Exchange Agreement the Company issued 2,400,000 shares of Series B Convertible Preferred Stock, $0.001 par value per share (the “ Series B Share Consideration ”), in exchange for 4,086 newly issued preference shares of Evtec Group Limited. The shares representing the Series B Share Consideration were issued in reliance upon an exemption from registration pursuant to 4(a)(2) under the Securities Act of 1933, as amended.   Use of Proceeds of Registered Securities   On January 7, 2022 our Board of Directors authorized a stock repurchase plan for up to $2,500,000 of the Company’s Common Stock. The program will terminate on December 31, 2023 or when the $2,500,000 authorized has been fully utilized. As of June 30, 2023, the Company has repurchased 176,940 shares of common stock for an aggregate purchase price of $1,117,666 (as adjusted for the April 10, 2023 reverse stock split at a ratio of 4 for 1) under the stock repurchase plan. In addition, the Company repurchased an additional 282,501 shares of common stock for $79,100 outside of the stock repurchase plan. This use of proceeds was not anticipated or disclosed in the Company’s prospectus.   Other than as described above, the proceeds of the public offering have been used as described in the prospectus to promote and market our Blackbox System platform and increase our subscriber base, and for general and administration expenses.   Purchases of Equity Securities by Issuer   The following table sets forth information regarding purchases made under the Company’s stock repurchase plan for up to $2,500,000 of the Company’s Common Stock. The program was authorized and publicly announced on January 7, 2022 and will terminate on December 31, 2023 or when the $2,500,000 authorized has been fully utilized. As noted above, as of June 30, 2023, the Company has repurchased 176,940 shares of common stock for an aggregate purchase price of $1,117,666. In addition, the Company repurchased an additional 282,501 shares of common stock for $79,100 outside of the stock repurchase plan.   Period   Total Number of Shares Purchased     Average Price Paid Per Share     Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs     Approximate Dollar Value of Shares that May Yet Be Purchase under the Plans or Programs   April 1, 2023 through April 30, 2023     0     $ -       171,940     $ 1,397,625   May 1, 2023 through May31, 2023     0     $ -       171,940     $ 1,397,625   June 1, 2023 through June 30, 2023     5,000     $ 3.06       176,940     $ 1,382,334   Total     5,000     $ 3.06       176,940     $ 1,382,334     17 Table of Contents   Item 3. Defaults Upon Senior Securities   None.   Item 4. Mine Safety Disclosures   Not applicable.