CANNABICS PHARMACEUTICALS INC. (OTCMKTS:CNBX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.
On April 30th, 2018, the Company entered into a Standby Equity Distribution Agreement (the “Agreement”) with YAII PN, Ltd., ("YAII PN Ltd.”). The Standby Equity Distribution Agreement (SEDA) with YAII PN enables the selling of up to $10,000,000 of our common stock at the Company’s request any time during the 36 months following the date of the agreement entered on May 8th, 2018. The shares would be purchased at 98% of the market price and would be subject to certain limitations, including that YAII PN could not purchase any shares that would result in it owning more than 4.99% of our common stock.
to the Purchase Agreement, we are required to register all shares which YAII PN Ltd. may acquire. The Company shall file with the Securities and Exchange Commission a prospectus supplement to the Company's prospectus, dated April 21, 2017, filed as part of the Company's effective shelf registration statement on Form S-3, File No. 333-216845, registering all of the shares of Common Stock that are to be offered and sold to YAII PN Ltd. to this Agreement.
to the Agreement, we shall use the net proceeds from any sale of the shares for working capital purposes and capital expenditures. There are no other restrictions on future financing transactions. The Purchase Agreement does not contain any right of first refusal, participation rights, penalties or liquidated damages. We did not pay any additional amounts to reimburse or otherwise compensate YAII PN Ltd. in connection with the transaction.
YAII PN Ltd. has agreed that neither it nor any of its affiliates shall engage in any short-selling or hedging of our Common Stock during any time prior to the public disclosure of the Agreement.
The foregoing is a summary description of certain terms of the Agreement. For a full description of all terms, please refer to the copy of the Agreement that is filed herewith as Exhibits 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. All readers are encouraged to read the entire text of the Purchase Agreement.
The Company’s press release announcing its entry into the Purchase Agreement with YAII PN Ltd. is furnished as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits
The following Exhibits are filed as part of this Report.
Cannabics Pharmaceuticals Inc. ExhibitEX-10.1 2 cannabics_ex1001.htm STANDBY EQUITY DISTRIBUTION AGREEMENT Exhibit 10.1 STANDBY EQUITY DISTRIBUTION AGREEMENT THIS STANDBY EQUITY DISTRIBUTION AGREEMENT dated as of April 30th,…To view the full exhibit click here
About CANNABICS PHARMACEUTICALS INC. (OTCMKTS:CNBX)
Cannabics Pharmaceuticals Inc., formerly American Mining Company, is a biotechnology pharmaceutical company. The Company is engaged in pharmaceutical development. The Company is focused on development and licensing of cannabinoid-based treatments and therapies. It develops and markets various therapies and biotechnological tools aimed at providing relief from ailments that respond to active ingredients sourced from the cannabis plant. These tools include delivery systems for cannabinoids, personalized medicine therapies and procedures based on cannabis originated compounds, and bioinformatics tools. The Company’s flagship product is CANNABICS SR. CANNABICS SR is a technology for a long acting oil capsule that provides administration of cannabis. CANNABICS SR is composed solely from food grade materials and delivers effects for over 10 to 12 hours. The delivery method enables a once per day dosing regimen of medical cannabis to patients. It has not generated revenues.
