GREAT BASIN SCIENTIFIC, INC. (NASDAQ:GBSN) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
| Entry into a Material Definitive Agreement. |
As previously disclosed on the Current Report on Form 8-K filed
with the SEC on June 29, 2016, on June 29, 2016, Great Basin
Scientific, Inc. (the Company) entered into a Securities Purchase
Agreement (the 2016 SPA) in relation to our issuance and sale 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 (the
Series H Warrants).
On January 23, 2017, the Company and certain 2016 Note Buyers
holding enough of the 2016 Notes to constitute the required
holders under Section 19 of the 2016 Notes entered into separate
agreements (each, an Amendment Agreement). to the terms of the
Amendment Agreements, our 2016 Notes were amended such that with
respect to any conversion notices to convert any 2016 Note
delivered to the Company during the period from January 24, 2017
to February 17, 2017, the conversion price of such 2016 Note may
not be lower than 90% of the weighted average price of our common
stock on the delivery date of the applicable conversion notice.
Also to the terms of the Amendment Agreements, all of the 2016
Notes were amended to alter the leak-out provisions previously
added to the 2016 Notes to the amendment agreements entered into
between the Company and the 2016 Note Buyers on January 22, 2017,
as reported in the Companys Current Report on Form 8-K filed on
January 23, 2017.
The Amendment Agreements amend the terms of the 2016 Notes to
change the restriction percentage from 55% to the Holders pro
rata percentage of 45% of the trading volume of our common stock,
unless our common stock is then trading above $0.50 (as adjusted
for stock splits, stock dividends, recapitalizations and similar
events).
The foregoing is a summary description of the material terms of
the Amendment Agreements and is qualified in its entirety by the
form of Amendment Agreement, attached as Exhibit 10.1 to this
Current Report on Form 8-K and incorporated by reference to this
Item1.01.
| Item 3.03 |
Material Modification 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.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit | Description | |
|
10.1 |
Form of Amendment Agreement | |
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.