SenesTech, Inc. (NASDAQ:SNES) Files An 8-K Entry into a Material Definitive Agreement

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SenesTech, Inc. (NASDAQ:SNES) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On November 20, 2017, SenesTech, Inc. (the “Company”) entered into an amendment (the “Amendment”) to that certain Underwriting Agreement, dated November 17, 2017, by and between the Company, Roth Capital Partners, LLC, as sole book-runner (“Roth”), and Craig-Hallum Capital Group, as co-manager (together with Roth, the “Underwriters”), relating to the firm commitment underwritten public offering (the “Offering”) of 5,400,000 shares of common stock and warrants to purchase 4,050,000 shares of common stock (the “Securities”). The amendment provides that Roth will receive, as part of its compensation, warrants to purchase 540,000 shares of the Company’s common stock along with warrants offered to investors in the offering, which if exercised, would provide Roth with an additional 405,000 shares of the Company’s common stock. The warrants may be exercised for $1.50 for one share of the Company’s common stock and an investor warrant for .75 shares of the Company’s common stock. The Amendment also amends the form of Underwriter’s Warrant to reflect such changes.

A copy of the Amendment is attached as Exhibit 1.1 and is incorporated herein by reference. The foregoing description of the Underwriting Agreement is not complete and is qualified in its entirety by reference to Exhibit 1.1 and Exhibit 1.2. The prospectus relating to the offering was filed with the Securities and Exchange Commission on November 20, 2017. A copy of the amended form of Underwriter’s Warrant is filed hereto as Exhibit 4.1

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits

Exhibit No. Description
1.1 Amendment to Underwriting Agreement, dated November 20, 2017 between SenesTech, Inc., Roth Capital Partners and Craig-Hallum Capital Group.
1.2 Underwriting Agreement, dated November 17, 2017 between SenesTech, Inc., Roth Capital Partners and Craig-Hallum Capital Group (incorporated by reference to Exhibit 1.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on November 17, 2017).
4.1 Form of Underwriter’s Warrant, as amended.


SenesTech, Inc. Exhibit
EX-1.1 2 s108257_ex1-1.htm EXHIBIT 1.1   Exhibit 1.1   SENESTECH,…
To view the full exhibit click here

About SenesTech, Inc. (NASDAQ:SNES)

SenesTech, Inc. is a platform biotechnology company. The Company is engaged in developing a technology for managing animal pest populations through fertility control. Its approach is designed to manage food security and manage infrastructure damage, disease outbreaks, environmental contamination and other costs associated with rodent infestations. Its fertility control product candidate, ContraPest, will be marketed for use in controlling rat populations. ContraPest targets the reproductive capabilities of rodents by inducing the gradual loss of eggs in female rodents and disruption of sperm in male rodents, resulting in contraception that can progress to sterility in both females and males. The Company applies its technology to manage rats in urban and agricultural settings. It has a pipeline of fertility control and animal health products, which include ContraPest, Plant-based fertility control, Feral animal fertility control, Boar taint, and Non-Surgical Spay and Neutering.

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