ENTEST BIOMEDICAL, INC. (OTCMKTS:ENTB) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities
On May 30, 2017 , Entest Biomedical, Inc. (the Company) issued
83,000 shares of its Non Voting Convertible Preferred Stock (
Shares) to Regen Biopharma, Inc. (Regen) in satisfaction of
$83,000 owed by Zander Therapeutics, Inc. ( a majority owned
subsidiary of the Company) to Regen to an agreement (Agreement)
with Zander Therapeutics, Inc. whereby Regen granted to Zander
Therapeutics, Inc. an exclusive worldwide right and license for
the development and commercialization of certain intellectual
property controlled by Regen ( License IP) for non-human
veterinary therapeutic use for a term of fifteen years. Entest
Biomedical Inc. and Zander Therapeutics, Inc. are under common
control with Regen Biopharma, Inc. as the Chairman and CEO of the
Company and Zander Therapeutics, Inc. also serves as the Chairman
and CEO of Regen Biopharma, Inc.
The Shares were issued to Section 4(a) (2) of the Securities Act
of 1933, as amended (the Act). No underwriters were retained to
serve as placement agents for the sale. The shares were sold
directly through our management. No commission or other
consideration was paid in connection with the sale of the shares.
There was no advertisement or general solicitation made in
connection with this Offer and Sale of Shares. A legend was
placed on the certificate that evidences the Shares stating that
the Shares have not been registered under the Act and setting
forth or referring to the restrictions on transferability and
sale of the Shares.
On May 30, 2017 , Entest Biomedical, Inc. (the Company) issued
149,000 shares of its Non Voting Convertible Preferred Stock (
Shares) to the Biotechnology Partners Business Trust (BTPBT) in
satisfaction of $149,000 of principal indebtedness owed by the
Company to BTPBT.
The Shares were issued to Section 4(a) (2) of the Securities Act
of 1933, as amended (the Act). No underwriters were retained to
serve as placement agents for the sale. The shares were sold
directly through our management. No commission or other
consideration was paid in connection with the sale of the shares.
There was no advertisement or general solicitation made in
connection with this Offer and Sale of Shares. A legend was
placed on the certificate that evidences the Shares stating that
the Shares have not been registered under the Act and setting
forth or referring to the restrictions on transferability and
sale of the Shares.
On May 30, 2017, Entest Biomedical, Inc. (the Company) issued
165,850 shares of its Non Voting Convertible Preferred Stock (
Shares) to Dunhill Ross Partners, Inc. (DRP) in satisfaction of
$165,850 of principal indebtedness owed by the Company to DRP.
The Shares were issued to Section 4(a) (2) of the Securities Act
of 1933, as amended (the Act). No underwriters were retained to
serve as placement agents for the sale. The shares were sold
directly through our management. No commission or other
consideration was paid in connection with the sale of the shares.
There was no advertisement or general solicitation made in
connection with this Offer and Sale of Shares. A legend was
placed on the certificate that evidences the Shares stating that
the Shares have not been registered under the Act and setting
forth or referring to the restrictions on transferability and
sale of the Shares.
On May 30, 2017, Entest Biomedical, Inc. (the Company) issued
327,681 shares of its Non Voting Convertible Preferred Stock (
Shares) to Bostonia Partners, Inc. (BP) in satisfaction of
$327,681 of principal indebtedness owed by the Company to BP.
The Shares were issued to Section 4(a) (2) of the Securities Act
of 1933, as amended (the Act). No underwriters were retained to
serve as placement agents for the sale. The shares were sold
directly through our management. No commission or other
consideration was paid in connection with the sale of the shares.
There was no advertisement or general solicitation made in
connection with this Offer and Sale of Shares. A legend was
placed on the certificate that evidences the Shares stating that
the Shares have not been registered under the Act and setting
forth or referring to the restrictions on transferability and
sale of the Shares.
On May 30, 2017 , Entest Biomedical, Inc. (the Company) issued
199,000 shares of its Non Voting Convertible Preferred Stock (
Shares) to the Sherman Family Trust (SFT) in satisfaction of
$199,000 of principal indebtedness owed by the Company to SFT.
The Shares were issued to Section 4(a) (2) of the Securities Act
of 1933, as amended (the Act). No underwriters were retained to
serve as placement agents for the sale. The shares were sold
directly through our management. No commission or other
consideration was paid in connection with the sale of the shares.
There was no advertisement or general solicitation made in
connection with this Offer and Sale of Shares. A legend was
placed on the certificate that evidences the Shares stating that
the Shares have not been registered under the Act and setting
forth or referring to the restrictions on transferability and
sale of the Shares.
Item 9.01 Financial Statements and Exhibits.
EXHIBIT INDEX
10.1 Agreement with Regen Biopharma, Inc.
10.2 Agreement with the Biotechnology Partners Business Trust
10.3 Agreement with Dunhill Ross Partners, Inc.
10.4 Agreement with the Bostonia Partners
10.5 Agreement with Sherman Family Trust
About ENTEST BIOMEDICAL, INC. (OTCMKTS:ENTB)
Entest BioMedical, Inc. is engaged in the development and commercialization of immunotherapeutic therapies for the veterinary market, as well as the acquisition and operation of veterinary hospitals. The Company is engaged in the development and commercialization of ImenVax, a therapeutic cancer vaccine for use in canines, and the development and commercialization of certain intellectual property for non-human veterinary therapeutic use. Its products include ImenVax I, ImenVax II, ImenVax III and ENT-576. ImenVax I is a therapeutic for canine cancer, which involves isolating tumor cells from the patient and then placing the cells into a cell implant device that is inserted subcutaneously into the patient. ImenVax II is in early-stage of development. ImenVax III is intended to function by harnessing the ability of placental extracts to combat canine cancers. It is developing ENT-576 for the treatment of chronic obstructive pulmonary disease (COPD). ENTEST BIOMEDICAL, INC. (OTCMKTS:ENTB) Recent Trading Information
ENTEST BIOMEDICAL, INC. (OTCMKTS:ENTB) closed its last trading session 00.0000 at 0.0340 with 29,000 shares trading hands.