CHROMADEX CORPORATION (NASDAQ:CDXC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
(the Company) entered into a Securities Purchase Agreement (the
Purchase Agreement) with certain purchasers named therein (the
Purchasers), to which the Company agreed to sell and issue up to
$25.0 million of its Common Stock at a purchase price of $2.60
per share in three tranches of approximately $3.5 million, $16.4
million and $5.1 million, respectively.
First Amendment to the Purchase Agreement (the First Amendment)
to provide for an allocation of the number of shares each
Purchaser may purchase in the second tranche under the Purchase
Agreement (the Second Tranche) and the third tranche under the
Purchase Agreement.
issued 6,303,814 shares of its Common Stock to the Purchasers at
a purchase price of $2.60 per share.
and is qualified in its entirety by reference to the full text of
the First Amendment, a copy of which is attached to this Current
Report as Exhibit 99.1. On May 25, 2017, the Company also issued
a press release announcing the closing of the Second Tranche. A
copy of the press release is attached as Exhibit 99.2 hereto.
Agreement (the Shares) are not registered under the Securities
Act of the 1933, as amended (the Securities Act), or any state
securities laws. The Company has relied on the exemption from the
registration requirements of the Securities Act by virtue of
Section 4(a)(2) thereof and Rule 506 of Regulation D thereunder.
In connection with the Purchasers execution of the Purchase
Agreement, the Purchasers represented to the Company that they
are each an accredited investor as defined in Regulation D of the
Securities Act and that the securities being purchased by them
are being acquired solely for their own account and for
investment purposes and not with a view to the future sale or
distribution.
herein for this Item 3.02.
|
Exhibit Number
|
Description
|
|
|
99.1
|
First Amendment to Securities Purchase Agreement, dated
May 24, 2017, by and among the Company and the Purchasers. |
|
|
99.2
|
Press Release dated May 25, 2017.
|
|
About CHROMADEX CORPORATION (NASDAQ:CDXC)
Chromadex Corporation and its subsidiaries ChromaDex, Inc., ChromaDex Analytics, Inc. and Spherix Consulting, Inc. provide research and quality-control products and services to the natural products industry. The Company allows its business units to discover, acquire, develop and commercialize ingredient technologies that address the dietary supplement, food, beverage, skin care and pharmaceutical markets. The Company operates through three segments: Ingredients, which develops, supplies and commercializes ingredient technologies; Core standards and contract services, which supplies phytochemical reference standards, which are small quantities of plant-based compounds used to research an array of attributes, reference materials and related contract services, and Scientific and regulatory consulting, which provides scientific and regulatory consulting to the clients in the food, supplement and pharmaceutical industries to manage health and regulatory risks. CHROMADEX CORPORATION (NASDAQ:CDXC) Recent Trading Information
CHROMADEX CORPORATION (NASDAQ:CDXC) closed its last trading session up +0.08 at 3.23 with 174,898 shares trading hands.
