Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY
SECURITIES AND USE OF PROCEEDS.
During the period from
January 1, 2020 through September 30, 2020 Bright Mountain Media, Inc. sold 5,199,350 units of our securities to 67 accredited
investors in a private placement exempt from registration under the Securities Act in reliance on exemptions provided by Section
4(a)(2) and Rule 506(b) of Regulation D resulting in gross proceeds to the Company of $3,577,698. Each unit was sold at $0.50
and consisted of one share of common stock and one five- year warrant to purchase one share of common stock at an exercise price
of $0.75 per share. Spartan Capital Securities, LLC is serving as the Placement Agent for the Company in this offering. As compensation
for services the Company has paid Spartan a $25,000 engagement fee, $519,935 commissions at 10% of the proceeds, $259,968 non-accountable
expense at 5% of the proceeds, $250,000 for the sixty-month Amended M&A Advisory Agreement, and $165,000 for the Finder’s
Agreement Amendment. A total of 10,398,700 five-year warrants were issued to the investors to purchase one share of our common
stock, exercisable at a $0.75 share price. The Placement Agent was issued a total of 1,039,870 five-year warrants to purchase
one share of our common stock, exercisable at a $1.00 share price.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. MINE SAFETY DISCLOSURES.
None
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