BONE BIOLOGICS CORPORATION (OTCMKTS:BBLG) Files An 8-K Entry into a Material Definitive Agreement


BONE BIOLOGICS CORPORATION (OTCMKTS:BBLG) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On February 10, 2017, to a Note Purchase Agreement, the Company
issued to each of The Musculoskeletal Transplant Foundation (MTF)
and Hankey Capital, LLC (Hankey Capital) a convertible promissory
note in the amount of $1,000,000 (each a Convertible Note). The
Convertible Note matures on December 31, 2017 (the Maturity Date)
and bears interest at an annual rate of interest of 8.5% per
annum until maturity. Prior to the Maturity Date, each of MTF and
Hankey Capital has a right, in its sole discretion, to convert
their Convertible Note into shares of the Companys common stock
(the Conversion Shares), at a conversion rate equal to $1.00 per
share. In the event of a financing resulting in gross proceeds
from non-current stockholders of at least $5,000,000, the holders
of the Convertible Notes will be required to convert their
Convertible Notes into the same securities issued in such
financing at the same price per share. The Company has granted
piggyback registration rights with respect to the Conversion

to the Note Purchase Agreement, the Company may only use the
proceeds from the issuance of the Convertible Notes to focus on
prioritizing operations on essential research and development

The form of the Convertible Note and the Note Purchase Agreement
are attached as Exhibits 10.1 and 10.2 to this Report, and the
summary description of the terms of the Convertible Note,
contained herein is qualified in its entirety by reference to
Exhibits 10.1 and 10.2.

Item 3.02. Unregistered Sales of Equity Securities

The discussion in Item 1.01 is hereby incorporated by reference.

The Convertible Notes will be issued in reliance of Section
4(a)(2) of the Securities Act of 1933, as amended. Such reliance
was based upon the fact that (i) the issuance of the Securities
did not involve a public offering, (ii) each counterparty
represented that they are accredited investors and (iii) each
counterparty made certain investment representations.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

There is filed as part of this report the exhibit listed on the
accompanying Index to Exhibits, which information is incorporated
herein by reference.

Exhibit No. Description
10.1 Note Purchase Agreement with The Musculoskeletal Transplant
Foundation and Hankey Capital, LLC dated as of February 6,
10.2 Bone Biologics Corporation Convertible Note issued to Hankey
Capital on February 10, 2017.
10.3 Bone Biologics Corporation Convertible Note issued to MTF on
February 10, 2017.


Bone Biologics Corporation is a biotechnology company. The Company is focused on bone regeneration in spinal fusion using the recombinant human protein, known as NELL-1/DBX. The NELL-1/DBX combination product is an osteoinductive recombinant protein that provides target specific control over bone regeneration. The Company’s platform technology has application in the surgical specialties of spinal, orthopedic, general orthopedic, plastic reconstruction, neurosurgery, interventional radiology and sports medicine. The Company’s platform technology is UCB-1, a skeletal specific growth factor used in combination with DBX, a demineralized bone matrix from Musculoskeletal Transplant Foundation (MTF). Together, with DBX, or alone, NELL-1 provides regulation over skeletal tissue formation and stem cell differentiation during bone regeneration. The NELL-1/DBX Fusion Device will consist of a single dose vial of NELL-1 recombinant protein freeze dried onto DBX.


BONE BIOLOGICS CORPORATION (OTCMKTS:BBLG) closed its last trading session 00.00 at 2.00 with 150 shares trading hands.