RICH PHARMACEUTICALS, INC. (OTCMKTS:RCHA) Files An 8-K Entry into a Material Definitive AgreementItem 9.01
On November 3rd, 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 $34,500 (the “Note”). The Note bear interests at the rate of 10% per annum from the date hereof until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The Note is being issued with a 10% original issuance discount and with an initial $1,500 being withheld by the Holder to offset transaction costs. 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 $30,000 upon closing. 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 Company’s 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 9.01 | Unregistered Sales of Equity Securities |
The descriptions of the equity securities described in Item 9.01 issued by the Company are incorporated herein.
Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Rich Pharmaceuticals, Inc. ExhibitEX-10.71 2 ex10_71.htm EX-10.71 SECURITIES PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 3rd day of November,…To view the full exhibit click here
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.
