PIVOT PHARMACEUTICALS INC. (OTCMKTS:PVOTF) Files An 8-K Unregistered Sales of Equity SecuritiesItem 3.02 Unregistered Sales of Equity Securities
Effective October 22, 2018, we closed a private placement for an aggregate of 4,103,250 units, consisting of one common share and one share purchase warrant, at price of CDN$0.40 per unit, for gross proceeds of CDN$1,641,300. Each share purchase warrant entitles the holder to purchase one common share at a price of CDN$0.60 per share and has an expiry term of three (3) years. In connection with this private placement, we issued 4,103,250 common shares and 4,103,250 share purchase warrants to forty-two (42) non U.S. persons (as that term as defined in Regulation S of the Securities Act of 1933), relying on Regulation S and/or Section 4(2) of the Securities Act of 1933, and one (1) U.S. person (as that term is defined in Regulation S of the Securities Act of 1933), relying upon Rule 506 of Regulation D of the Securities Act of 1933. Finders’ fees consisted of cash payments of CDN$88,904 and issuance of 222,260 share purchase warrants entitling the holders to purchase one common share at a price of CDN$0.60 per share and has an expiry term of three (3) years. In connection with the finders’ fees, we issued 222,260 share purchase warrants to six (6) non U.S. persons (at that term as defined in Regulation S of the Securities Act of 1933), relying on Regulation S and/or Section 4(2) of the Securities Act of 1933.
On October 22, 2018, we issued 3,750,000 units, consisting of one common share and one share purchase warrant, at price of CDN$0.40 per unit, to settle CDN$1,500,000 of senior convertible debentures. Each share purchase warrant entitles the holder to purchase one common share at a price of CDN$0.60 per share and has an expiry term of three (3) years. In connection with this settlement of senior convertible debentures, we issued 3,750,000 common shares and 3,750,000 share purchase warrants to two (2) non U.S. persons (as that term as defined in Regulation S of the Securities Act of 1933), relying on Regulation S and/or Section 4(2) of the Securities Act of 1933. On the same date, we amended the terms of our remaining senior secured convertible debentures (“Convertible Debentures”) totaling CDN$3,500,000. The conversion price of the remaining $3,500,000 Convertible Debentures has been amended to CDN$0.42 from CDN$1.74.
On October 29, 2018, we issued 70,922 shares of common stock were issued to one (1) non U.S. person (at that term as defined in Regulation S of the Securities Act of 1933) for services rendered, relying on Regulation S and/or Section 4(2) of the Securities Act of 1933.
Item 9.01Financial Statements and Exhibits
Pivot Pharmaceuticals Inc. ExhibitEX-10.36 2 pvotf_ex1036.htm 10% SENIOR SECURED CONVERTIBLE DEBENTURE pvotf_ex1036.htm EXHIBIT 10.36 UNLESS PERMITTED UNDER SECURITIES LEGISLATION,…To view the full exhibit click here
About PIVOT PHARMACEUTICALS INC. (OTCMKTS:PVOTF)
Pivot Pharmaceuticals Inc., formerly Neurokine Pharmaceuticals Inc., is a development-stage biopharmaceutical company. The Company is engaged in the development and commercialization of therapeutic pharmaceutical products. The Company is in the business of developing and commercializing new uses for existing prescription drugs, as well as developing encapsulation technology in the treatment of neurodegenerative diseases. The Company’s research and development activities are focused on advancing drug candidates for the treatment of women’s cancers, including, but not limited to metastatic endometrial cancer and triple-negative breast cancer; leveraging drug delivery treatment options to allow targeted delivery of drugs to address women’s health needs in urological and/or gynecological indications, and opportunistically in-licensing later-stage drug candidates to augment its drug pipeline.