GENEREX BIOTECHNOLOGY CORPORATION (OTCMKTS:GNBT) Files An 8-K Financial Statements and Exhibits
Item 9.01 of the Current Report on Form 8-K originally filed by Generex with the Securities and Exchange Commission (“SEC”) dated January 7, 2019, filed on January 11, 2019 (the “Original Form 8-K”) in connection with the consummation of Acquisition Agreement with the equity owners of Regentys Corporation (“Regentys”) to acquire a majority of the equity interests in Regentys.
As indicated in the Original Form 8-K, this Amendment No. 1 to Current Report on Form 8-K is being filed to provide the information required by Item 9.01(a) and (b) of Form 8-K and Rule 3-05(b) of Regulation S-X that was not previously filed with the Original Form 8-K, as permitted by the rules of the SEC.
| (a) | Financial Statements of Business Acquired |
| The audited financial statements of Regentys Corporation for the years ended December 31, 2017 and 2016, including the report of BDO, USA LLP, and accompanying notes thereto, are filed as Exhibit 99.1 to this Amendment No. 1. | |
| The unaudited financial statements of Regentys Corporations for the nine (9) months ended September 30, 2018 and 2017, and accompanying notes thereto, are filed as Exhibit 99.2 to this Amendment No. 1. | |
| (b) | Unaudited Pro Forma Condensed Combined Financial Information |
| Unaudited pro forma condensed combined balance sheet as of October 31, 2018 and unaudited pro forma condensed combined statement of operations for the year ended July 31, 2018 and the three (3) months ended October 31, 2018, and accompanying notes thereto, are filed as Exhibit 99.3 to this Amendment No. 1 | |
| (d) | Exhibits |
| Item No- | Description |
| 10.1 | Stock Purchase Agreement between Regentys Corporation and Generex Biotechnology Corporation as of January 7, 2019.* |
| 10.2 | Promissory Note issued by Generex Biotechnology Corporation to Regentys Corporation.* |
| 10.3 | Pledge and Security Agreement between Generex Biotechnology Corporation and Regentys Corporation.* |
| 10.4 | Amended and Restated Shareholders Agreement of Regentys Corporation.* |
| 10.5 | Management Services Agreement among Regentys Corporation and its officers.* |
| 99.1 | Audited financial statements of Regentys Corporation for the years ended December 31, 2017 and 2016, including the report of BDO, USA LLP on such audited financial statements. |
| 99.2 | Unaudited financial statements of Regentys Corporation for the nine (9) months ended September 30, 2018 and 2017. |
| 99.3 | Unaudited pro forma condensed combined balance sheets as of October 31, 2018 and unaudited pro forma condensed statement of operations for the year ended July 31, 2018 and the three (3) months ended October 31, 2018. |
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* Previously filed with the Original Reports.
GENEREX BIOTECHNOLOGY CORP Exhibit
EX-99.1 2 ex99_1.htm EXHIBIT 99.1 Financial Statements As of and for the Years Ended December 31,…
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About GENEREX BIOTECHNOLOGY CORPORATION (OTCMKTS:GNBT)
Generex Biotechnology Corporation is a development-stage company. The Company is engaged primarily in the research and development of drug delivery systems and technologies. The Company is focused on its technology for the administration of formulations of large molecule drugs to the oral (buccal) cavity using a hand-held aerosol applicator. Its buccal delivery technology is a platform technology that has application to various large molecule drugs and provides a non-invasive way to administer such drugs. The Company focuses its development efforts on Generex Oral-lyn, an insulin formulation administered as a fine spray into the oral cavity using its hand-held aerosol spray applicator known as RapidMist. Its subsidiary, Antigen Express, Inc., focuses on developing vaccine formulations that work by stimulating the immune system to either attack offending agents, such as cancer cells, bacteria and viruses, or to stop attacking benign elements, such as self proteins and allergens.