Exchange Agreement, dated October 23 2018, between Youngevity International, Inc. and Carl Grover

 

 

 

October 23, 2018

 

Mr. Carl Grover

1010 South Ocean Blvd, Apt 107

Pompano Beach, Florida 33062

 

 

Dear Carl:

 

Reference is made to that certain 8% Series A Convertible Promissory Note (the “Note”), due July 30, 2019, in the principal amount of $4,000,000 issued to you by Youngevity International, Inc. (the “Company”).

 

This letter shall serve as written confirmation of your agreement to exchange all amounts owed under the Note, including the principal amount of the Note, for 747,664 shares of common stock of the Company upon the Company‘s receipt of stockholder approval for such exchange in accordance with Nasdaq Rule 5635(d ) and applicable SEC rules and regulations. As part of the exchange, and subject to our receipt of stockholder approval for the warrant issuance in accordance with Nasdaq Rule 5635(d) and applicable SEC rules and regulations, we also agree to issue to you a four-year warrant to purchase 631,579 shares of common stock of the Company at an exercise price of $4.75 per share.

 

 

 

/s/ David Briskie                            

David Briskie, President and CFO

 

 

 

 

ACKNOWLEDGED AND AGREED:

 

 

 /s/ Carl Grover             

Carl Grover