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 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 (the Series H Warrants).
On January 22, 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 9(e) of the 2016
SPA and Section 19 of the 2016 Notes entered into separate
agreements (each, an Amendment Agreement). 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 18, 2017, as reported in the Companys
Current Report on Form 8-K filed on January 18, 2017.
Prior to the Amendment Agreements, the 2016 Notes, provided that
during the period commencing on January 18, 2017 and ending with
close of trading on March 1, 2017, exclusive (such period, the
“Prior Restricted Period”), no holder of 2016 Notes nor any of
its affiliates will sell, directly or indirectly, on any trading
day more than its pro rata percentage of 135% of the trading
volume of our common stock, unless our common stock is then
trading above $2.50 (as adjusted for stock splits, stock
dividends, recapitalizations and similar events).
The Amendment Agreements amend the terms of the 2016 Notes to
change the restriction percentage from 135% to zero on January
23, 2017 and from January 24 to March 1, 2017 to the holders pro
rata percentage of 55% 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
Item 1.01.
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Item 3.03 Material Modification to Rights of Security |
The information disclosed in Item 1.01 of this Current Report on
Form 8-K is incorporated by reference into this Item 3.03.
Item 9.01 Financial Statements and Exhibits
Exhibit Description
10.1Form 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.