CEREBAIN BIOTECH CORP. (OTCMKTS:CBBT) Files An 8-K Unregistered Sales of Equity SecuritiesItem 3.02 Unregistered Sales of Equity Securities.
On August 3, 2017, we issued 80,000 shares of our common stock to a non-affiliate investor at $1.25 per share in exchange for $100,000, which was paid to us in two tranches, $50,000 on June 29, 2017 and $50,000 on July 24, 2017. The investor has an existing stock purchase agreement with us that allows him to purchase up to $2,000,000 worth of our common stock at $1.25 per share. In addition to the 80,000 shares of our common stock, we will issue the investor a warrant to acquire 80,000 shares of our common stock at $2.50 per share. Based on the representations of the investor in the stock purchase agreement, the issuance of the shares was exempt from registration to Section 4(a)(2) of the Securities Act of 1933. The investor was accredited and sophisticated, familiar with our operations, and there was no solicitation.
About CEREBAIN BIOTECH CORP. (OTCMKTS:CBBT)
Cerebain Biotech Corp. is a biomedical company. The Company operates as a development-stage medical device company focused on the creation and clinical development of a minimally invasive implantable device. The Company, through its subsidiary, Cerebain Operating, Inc., is involved in the discovery of products for the treatment of Alzheimer’s disease utilizing Omentum. The Omentum is a layer of tissue lying over internal organs (such as the intestines) and has the ability to generate biological agents that nourish nerves and help them grow. The Company is focused on inclusion of both a medical device solution, as well as a synthetic drug solution in its products. The Company is in the process of preparing for initial clinical trials.