BIORESTORATIVE THERAPIES, INC. (OTCMKTS:BRTX) Files An 8-K Entry into a Material Definitive Agreement

BIORESTORATIVE THERAPIES, INC. (OTCMKTS:BRTX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.

Effective as of October 7, 2019, BioRestorative Therapies, Inc. (the “Company”) issued a convertible promissory note to Auctus Fund, LLC (“Auctus”) in the principal amount of $850,000 (the “Auctus Note”) to a debt financing in which the Company received net proceeds of $773,500. The Company used the net proceeds of the financing to prepay a convertible promissory note. The Auctus Note provides for the payment of the principal amount, together with interest at the rate of 12% per annum, on April 7, 2020. The Auctus Note is convertible, at the option of Auctus, into shares of common stock of the Company at a conversion price generally equal to 58% of the market price of the Company’s common stock at the time of conversion. In consideration of the loan, the Company issued to Auctus a five-year warrant for the purchase of 100,000 shares of common stock of the Company at an exercise price of $0.35 per share, subject to adjustment (the “Auctus Warrant”).
The foregoing descriptions of the Auctus Note and the Auctus Warrant do not purport to be complete and are qualified in their entirety by reference to the full text of the Auctus Note and the Auctus Warrant in the forms filed as Exhibits 10.1 and 10.2 to this Current Report, which are incorporated herein by reference.
See Item 1.01 above.
See Item 1.01 above.
For the above-referenced securities issuance, the Company relied upon Section 4(a)(2) of the Securities Act of 1933, as amended, as a transaction by an issuer not involving any public offering. For such transaction, the Company did not use general solicitation or advertising to market the securities, Auctus had access to information regarding the Company (including information contained in the Company\’s Annual Report on Form 10-K for the year ended December 31, 2018, Quarterly Reports on Form 10-Q for the periods ended March 31, 2019 and June 30, 2019, Current Reports on Form 8-K filed with the Securities and Exchange Commission and press releases made by the Company), and management of the Company was available to answer questions from Auctus. The Company reasonably believes that Auctus is an accredited investor.
(d) Exhibits.
10.1 Convertible Promissory Note, dated October 7, 2019, issued by BioRestorative Therapies, Inc. to Auctus Fund, LLC.
10.2 Warrant, dated October 7, 2019, issued by BioRestorative Therapies, Inc. to Auctus Fund, LLC.
BioRestorative Therapies, Inc. Exhibit
EX-10.1 2 exhibit10_1.htm CONVERTIBLE PROM NOTE NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933,…
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About BIORESTORATIVE THERAPIES, INC. (OTCMKTS:BRTX)

BioRestorative Therapies, Inc. develops therapeutic products and medical therapies using cell and tissue protocols, involving adult (non-embryonic) stem cells. The Company offers human and plant stem cell derived cosmetic and skin care products. Its programs relate to the treatment of disc/spine disease and metabolic disorders and include Disc/Spine Program (brtxDISC) and Metabolic Program (ThermoStem). Its curved needle device (CND) is a needle system with a curved inner cannula to allow access to difficult-to-locate regions for the delivery or removal of fluids and other substances. The CND is intended to deliver stem cells and/or other therapeutic products or material to the interior of a human intervertebral disc, the spine region, or other areas of the body. The device relies on the use of pre-curved nested cannulae that allows the cells or material to be deposited in the posterior and lateral aspects of the disc to which direct access is not possible due to outlying structures.

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