FluoroPharma Medical, Inc. (NASDAQ:FPMI) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under
an Off-Balance Sheet Arrangement of a Registrant.
an Off-Balance Sheet Arrangement of a Registrant.
On December 22, 2016, FluoroPharma Medical, Inc. (the Company)
borrowed $50,000 in the form of a promissory note (the Note). The
Note matures on January 31, 2017 and bears interest at the rate
of 10% per annum if the Note is repaid on or prior to the
maturity date and 15% if the Note is not repaid by the maturity
date. The Note contains the following event of default
provisions:
borrowed $50,000 in the form of a promissory note (the Note). The
Note matures on January 31, 2017 and bears interest at the rate
of 10% per annum if the Note is repaid on or prior to the
maturity date and 15% if the Note is not repaid by the maturity
date. The Note contains the following event of default
provisions:
The Company fails to pay any installment of principal under
the Note within ten (10) days after such amounts are due;
the Note within ten (10) days after such amounts are due;
The Company breaches any material covenant or other term or
condition of the Note, except for a breach of payment, in any
material respect and such breach, if subject to cure,
continues for a period of twenty (20) days after written
notice to the Company from the Lender;
condition of the Note, except for a breach of payment, in any
material respect and such breach, if subject to cure,
continues for a period of twenty (20) days after written
notice to the Company from the Lender;
Any dissolution, liquidation or winding up by the Company or
a Subsidiary of a substantial portion of their business;
a Subsidiary of a substantial portion of their business;
Any cessation of operations by the Company or a Subsidiary;
Any money judgment, writ or similar final process shall be
entered or made in a non-appealable adjudication against the
Company or any Subsidiary or any of its property or other
assets for more than $250,000 in excess of the Companys
insurance coverage, unless stayed vacated or satisfied within
60 days;
entered or made in a non-appealable adjudication against the
Company or any Subsidiary or any of its property or other
assets for more than $250,000 in excess of the Companys
insurance coverage, unless stayed vacated or satisfied within
60 days;
The Company files any petition or action for relief under any
bankruptcy, reorganization, insolvency or moratorium law or
any other law for the relief of, or relating to, debtors, now
or hereafter in effect, or makes any assignment for the
benefit of creditors or takes any corporate action in
furtherance of any of the foregoing; and
bankruptcy, reorganization, insolvency or moratorium law or
any other law for the relief of, or relating to, debtors, now
or hereafter in effect, or makes any assignment for the
benefit of creditors or takes any corporate action in
furtherance of any of the foregoing; and
An involuntary petition is filed against the Company under
any bankruptcy statute now or hereafter in effect, and such
petition is not dismissed or discharged within 60 days, or a
custodian, receiver, trustee, assignee for the benefit of
creditors (or other similar official) is appointed to take
possession, custody or control of any property of the
Company.
any bankruptcy statute now or hereafter in effect, and such
petition is not dismissed or discharged within 60 days, or a
custodian, receiver, trustee, assignee for the benefit of
creditors (or other similar official) is appointed to take
possession, custody or control of any property of the
Company.
The foregoing description of the Note is qualified in its
entirety by reference to the complete text of the form of the
form of Note filed as Exhibit 4.1 hereto.
entirety by reference to the complete text of the form of the
form of Note filed as Exhibit 4.1 hereto.
Item 5.02
Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Effective as of January 1, 2017, Dr. Peter Conti and Johan
(Thijs) Spoor agreed to resign as directors. The resignations of
Dr. Conti and Mr. Spoor are not due to any disagreements on any
matter relating to the Companys operations, policies and
practices.
(Thijs) Spoor agreed to resign as directors. The resignations of
Dr. Conti and Mr. Spoor are not due to any disagreements on any
matter relating to the Companys operations, policies and
practices.
Item 9.01
Financial Statement and Exhibits.
(d) Exhibits.
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Exhibit No.
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Description
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4.1
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Form of Note.
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