RICH PHARMACEUTICALS, INC. (OTCMKTS:RCHA) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
| Entry Into a Material Definitive Agreement. |
On April 18, 2017, Rich Pharmaceuticals, Inc. (the Company)
completed a financing with GHS Investments, LLC (GHS) to a
Securities Purchase Agreement (the SPA) and Promissory Note in
the principal amount of $115,000 (the Note). The Note bear
interests at the rate of 10% and must be repaid on or before
January 30, 2018. The amounts funded under the Note may be
converted by GHS at any time into shares of Company common stock
at a conversion price equal to 60% of the lowest trading price
during the 10-day period prior to conversion (as determined in
the Note). The SPA and Note also contain certain representations,
warranties, covenants and events of default, and increases in the
conversion discount and amount of the principal and interest
rates under the Note in the event of such defaults. The SPA
provides for GHS to fund $25,000 upon closing and an additional
$25,000 each week for three weeks after closing, at the
discretion of GHS. The foregoing is only a brief description of
the material terms of the SPA and the Note and does not purport
to be a complete description of the rights and obligations of the
parties thereunder, and such descriptions are qualified in their
entirety by reference to the agreements and their exhibits which
are filed as an exhibit to this Current Report.
The issuance of the Note was made in reliance on the exemption
provided by Section 4(2) of the Securities Act for the offer and
sale of securities not involving a public offering, and
Regulation D promulgated under the Securities Act of 1933, as
amended (the Securities Act). The Companys reliance upon Section
4(2) of the Securities Act in issuing the securities was based
upon the following factors: (a) the issuance of the securities
was an isolated private transaction by us which did not involve a
public offering; (b) there was only one recipient; (c) there were
no subsequent or contemporaneous public offerings of the
securities by the Company; (d) the securities were not broken
down into smaller denominations; (e) the negotiations for the
issuance of the securities took place directly between the
individual and the Company; and (f) the recipient of the note was
an accredited investor.
| Item 3.02 | Unregistered Sales of Equity Securities |
The descriptions of the equity securities described in Item 1.01
issued by the Company are incorporated herein.
ITEM9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
| No. | Description | |
| 10.65 |
Securities Purchase Agreement dated April 18, 2017 with GHS Investments, LLC |
|
| 10.66 |
Promissory Note dated April 18, 2017 in favor of GHS Investments, LLC |
About RICH PHARMACEUTICALS, INC. (OTCMKTS:RCHA)
Rich Pharmaceuticals, Inc. is a development-stage company. The Company is a biopharmaceutical company focused on developing and commercializing therapies in oncology. The Company is developing 12-O-tetradecanoylphorbol-13-acetate (RP-323) for the treatment of Hodgkin’s lymphoma (HL), Acute Myelogenous Leukemia (AML) and to cause elevation of white blood cells in patients depleted of these elements due to various conditions. RP-323 is a naturally occurring compound. RP-323 converts cancer cells to normal cells, a process called differentiation. It is also observed in some instances to cause cancer cell death. Clinical studies in over 100 cancer patients demonstrated the ability of RP-323 to stimulate the production of white blood cells and neutrophils. The Company has no products ready for commercialization. The Company had no revenues during the period ending March 31, 2016. RICH PHARMACEUTICALS, INC. (OTCMKTS:RCHA) Recent Trading Information
RICH PHARMACEUTICALS, INC. (OTCMKTS:RCHA) closed its last trading session up +0.00005 at 0.00020 with shares trading hands.
