GREAT BASIN SCIENTIFIC, INC. (NASDAQ:GBSN) Files An 8-K Entry into a Material Definitive Agreement

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GREAT BASIN SCIENTIFIC, INC. (NASDAQ:GBSN) Files An 8-K Entry into a Material Definitive Agreement

Item1.01 Entry into a Material Definitive Agreement.

2016 Note Waiver

As previously disclosed on the Current Report on Form 8-K filed
with the SEC on June29, 2016, on June29, 2016, Great Basin
Scientific, Inc. (the Company) entered into a Securities Purchase
Agreement (the 2016 SPA) in relation to the issuance and sale by
the Company to certain buyers as set forth in the Schedule of
Buyers attached to the 2016 SPA (the 2016 Note Buyers) of $75
million aggregate principal amount of senior secured convertible
notes (the 2016 Notes) and related Series H common stock purchase
warrants exercisable to acquire 56,250,000 shares of common
stock.

On January 9, 2017, the Company and certain 2016 Note Buyers
holding enough of the 2016 Notes and Series H Warrants to
constitute the required holders under Section 19 of the 2016
Notes entered into waiver agreements to waive (i) the Company’s
failure to comply with the provisions of Sections 33(gg)(xi) and
33(gg)(xii) of the 2016 Notes, regarding the equity conditions to
have a dollar value of daily trading volume of $800,000 and to
have a 5-day volume weighted average price of $31,200 per share
during certain equity measurement periods solely relating to the
determination of the satisfaction of the Equity Conditions with
respect to the delivery of any Pre-Installment Shares (as defined
in the 2016 Notes) and Installment Balance Shares (as defined in
the 2016 Notes) to the terms of the 2016 Notes occurring prior to
the date hereof and through February 28, 2017 (ii) the Event of
Default (as defined in the 2016 Notes) arising under Section
4(a)(xvii) of the 2016 Notes due to the Company’s failure to
comply with the provisions of Sections 33(gg)(xi) and 33(gg)(xii)
of the 2016 Notes prior to the date of the waiver solely with
respect to shares issued on conversion of accelerated
amortization payments on January 3 and 5, 2017, and (iii) the
negative convenants contained in Sections 17(a), 17(c), 17(d) and
17(e) of the 2016 Notes in connection with the issuance of the
Series G Preferred Stock, the payment of any non-cash Series G
dividends which may accrue and become payable to the terms of the
Series G Preferred Stock and the accretion of such dividends to
the Series G Preferred Stock.

The foregoing is a summary description of the material terms of
the 2016 Note Waiver Agreement with respect to the 2016 Notes and
is qualified in its entirety by the form of the 2016 Note Waiver
Agreement, attached as Exhibit 10.1 to this Current Report on
Form 8-K and incorporated by reference to this Item1.01.

Series F Preferred Stock Waiver

As previously disclosed on the Current Report on Form 8-K filed
with the SEC on November 3, 2016, on November 2, 2016, the
Company issued in exchange for outstanding aggregate principal
amount of senior secured convertible notes of the Company, issued
on December 30, 2015, shares of Series F Preferred Stock (Series
F Preferred Shares) convertible into shares of the Companys
common stock to the terms of the Series F Preferred Shares as set
forth in the Certificate of Designations for the Series F
Preferred Stock (the Series F Certificate of Designations).

On January 9, 2017, the Company and certain holders of the Series
F Preferred Shares holding enough of the Series F Preferred
Shares to constitute the required holders under Section 29(b) of
the Series F Certificate of Designations entered into waiver
agreements to waive the negative covenants set forth in Sections
15(a), 15(c), 15(d) and 15(e) of the Series F Certificate of
Designations in connection with the issuance of the Series G
Preferred Stock, the payment of any non-cash Series G dividends
which may accrue and become payable to the terms of the Series G
Preferred Stock and the accretion of such dividends to the Series
G Preferred Stock.

The foregoing is a summary description of the material terms of
the Series F Waiver Agreement with respect to the Series F
Preferred Shares and is qualified in its entirety by the form of
the Series F Waiver Agreement, attached as Exhibit 10.2 to this
Current Report on Form 8-K and incorporated by reference to this
Item1.01.

Item3.03 Material Modifications to Rights of Security
Holders

The information disclosed in Item1.01 of this Current Report on
Form 8-K is incorporated by reference into this Item3.03.

Item9.01 Financial Statements and Exhibits

EXHIBIT DESCRIPTION

10.1

10.2

Form of Waiver Agreement for the 2016 Notes

Form of Waiver Agreement for Series F Preferred Stock


About GREAT BASIN SCIENTIFIC, INC. (NASDAQ:GBSN)

Great Basin Scientific, Inc. is a molecular diagnostic testing company. The Company is focused on the development and commercialization of its molecular diagnostic platform designed to test for infectious diseases, especially hospital-acquired infections. Its commercially available tests are clostridium difficile (C. diff) and Group B Strep. Its system includes an analyzer and a diagnostic cartridge. Each analyzer contains a module into, which individual test cartridges are placed. Its other diagnostic assays in the late stages of product development include a pre-surgical nasal screen for Staphylococcus aureus (SA), food borne pathogen panel, panel for candida blood infections, test for pertussis and a test for Chlamydia tracomatis (CT)/Neisseria gonorrhea (NG). The Company also has a pipeline of assays in an early stage of development, including respiratory testing and sepsis (blood infection) panels. It markets a platform of molecular testing in small to medium sized hospitals.

GREAT BASIN SCIENTIFIC, INC. (NASDAQ:GBSN) Recent Trading Information

GREAT BASIN SCIENTIFIC, INC. (NASDAQ:GBSN) closed its last trading session 00.0000 at 0.0602 with 6,203 shares trading hands.