Coeptis Therapeutics : Private Placement - Form 8-K
October 13, 2023 at 06:03 am EDT
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Item 3.02
Unregistered Sale of Equity Securities.
On September 29, 2023, the Company agreed to issue 2,400,000 shares of common stock of the Company ("Biofin Shares") to Biofin Ventures, LLC, a Florida limited liability company ("Biofin"), in exchange for $2,400,000, $400,000 payable in cash and the balance payable under a promissory note with Biofin ("Biofin Note"). The principal amount including all interest under the Biofin Note is due and payable by Biofin no later than August 30, 2024 (the "Biofin Maturity Date"). The outstanding unpaid principal balance of the Biofin Note bears interest commencing as of the Company's next registration statement at the rate of six (6%) percent per annum, which interest rate will increase to eighteen (18%) percent per annum in the event an event of default occurs under the Biofin Note, computed on the basis of the actual number of days elapsed and a year of 365 days. Biofin has the option of repaying the obligations under the Biofin Note in advance of the Biofin Maturity Date, in whole or in part, at any time upon at least thirty (30) days prior written notice delivered to the Company. Biofin has certain obligations to contribute the proceeds of its sale of Biofin Shares to the Company, in the event that any Biofin Shares are sold prior to the Biofin Maturity Date.
In addition, on September 29, 2023, Company agreed to issue 600,000 shares of common stock of the Company ("AG Shares") to AG Bio Life Capital I LP, a Delaware limited partnership ("AG"), in exchange for $600,000, $100,000 payable in cash and the balance payable under a promissory note ("AG Note"). The principal amount including all interest under the AG Note is due and payable by AG no later than August 30, 2024 (the "AG Maturity Date"). The outstanding unpaid principal balance of the AG Note bears interest commencing as of the Company's next registration statement at the rate of six (6%) percent per annum, which interest rate will increase to eighteen (18%) percent per annum in the event an event of default occurs under the AG Note, computed on the basis of the actual number of days elapsed and a year of 365 days. AG has the option of repaying the obligations under the AG Note in advance of the AG Maturity Date, in whole or in part, at any time upon at least thirty (30) days prior written notice delivered to the Company. AG has certain obligations to contribute the proceeds of the sale of its AG Shares to the Company, in the event that any AG Shares are sold prior to the AG Maturity Date.
Coeptis Therapeutics Holdings Inc. published this content on 13 October 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 October 2023 10:02:28 UTC.
Coeptis Therapeutics Holdings, Inc., together with its subsidiaries, including Coeptis Therapeutics, Inc., Coeptis Pharmaceuticals, Inc. and Coeptis Pharmaceuticals, LLC., is a biopharmaceutical company. The Company owns, acquires, and develops cell therapy technologies for cancer and other diseases. Its product portfolio and rights are highlighted by assets licensed from Deverra Therapeutics, including an allogeneic cellular immunotherapy platform and DVX201, a clinical-stage, unmodified natural killer cell therapy technology. It is developing a universal, multi-antigen chimeric antigen receptor (CAR) T technology licensed from the University of Pittsburgh (SNAP-CAR), and the GEAR cell therapy and companion diagnostic platforms, which the Company is developing with VyGen-Bio and medical researchers at the Karolinska Institute. Its CAR therapy is a treatment for cancer in which a patient's T cells are genetically engineered to recognize cancer cells to target and destroy them.