Applied DNA Sciences, Inc. (NASDAQ:APDN) Files An 8-K Entry into a Material Definitive Agreement

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Applied DNA Sciences, Inc. (NASDAQ:APDN) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01Entry into a Material Definitive Agreement.

On June 28, 2017 Applied DNA Sciences, Inc. (the Company,),
announced that it has entered into subscription agreements for a
private placement of its Common Stock, par value $.001 per share,
with a group of investors, including a strategic investor which
is also a key customer and intellectual property licensee of the
Company as well as all of the Companys executive officers and all
members of the Board of Directors (the Investors). The private
placement is expected to close with respect to each investor by
July 28, 2017. As a result of the private placement, the Company
expects to issue and sell 1,025,574 shares of common stock at a
price of $1.76 per share (the Purchase Price) for total expected
gross proceeds of $1,805,000. The Purchase Price represents the
greatest of (i) $1.00, (ii) thevolume-weighted average closing
priceat the end of each trading day of the Common Stock on
theNASDAQ Capital Marketfor the period from June 21, 2017
throughJune 27, 2017) and (iii) the closing bid price of the
Common Stock on the NASDAQ Capital Market onJune 27, 2017.The
issuance of the Common Stock will be exempt from the registration
requirements of the Securities Act of 1933 to Section 4(a)(2) of
such Securities Act and Regulation D promulgated thereunder and
such Common Stock will therefore be restricted. Each investor
gave representations that he, she or it was an accredited
investor (as defined under Rule 501 of Regulation D) and that he,
she or it is purchasing such securities without a present view
toward a distribution of the securities. In addition, there was
no general solicitation conducted in connection with the offer
and sale of the securities.

On June 28, 2017, the Company issued a press release announcing
the Private Placement. A copy of the press release is furnished
as Exhibit 99.1 to this Current Report on Form 8-K.

The information related to the press release furnished to this
Item 1.01, including Exhibit 99.1, shall not be deemed filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act), or otherwise subject to the
liabilities under that Section and shall not be deemed to be
incorporated by reference into any filing of the Company under
the Securities Act of 1933 or the Exchange Act, except as shall
be expressly set forth by specific reference in such filing.

Item 3.02 Unregistered Sales of Equity
Securities

The information contained in Item 1.01 of this Current Report on
Form 8-K is incorporated by reference into this Item 3.02.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits

10.1 Form of Subscription Agreement between investors and Applied
DNA Sciences, Inc., dated June 28, 2017.
99.1 Press Release of Applied DNA Sciences, Inc. dated June 28,
2017 regarding the private placement.



APPLIED DNA SCIENCES INC Exhibit
EX-10.1 2 t1700407_ex10-1.htm EXHIBIT 10.1     Exhibit 10.1   SUBSCRIPTION AGREEMENT   Applied DNA Sciences,…
To view the full exhibit click here
About Applied DNA Sciences, Inc. (NASDAQ:APDN)

Applied DNA Sciences, Inc. is engaged in creating security solutions addressing the challenges of modern commerce. The Company is also engaged in the large-scale production of specific deoxyribonucleic acid (DNA) sequences using the polymerase chain reaction (PCR). Its principal technology platform includes SigNature DNA, SigNature T DNA, fiberTyping, DNAnet, digitalDNA, SigNify and Beacon. Its SigNify IF portable DNA reader provides definitive real-time authentication of SigNature DNA in the field-DNA becomes a solution for supply chain integrity. SigNature DNA is the Company’s platform ingredient, at the core of all its security solutions. It provides forensic power and protection for a range of applications. SigNature T DNA is a tagging and authentication system specifically designed for textiles and apparel. DNAnet is a DNA marker that can be used to definitively link evidence and offenders to specific crime scenes and help return stolen or lost property to its rightful owner.