Sun BioPharma, Inc. (OTCMKTS:SNBP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
Entry into a Material Definitive Agreement.
On December 21, 2018, Sun BioPharma, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors (the “Investors”) and completed an initial closing on the same date. to the closing, the Company issued to Investors approximately $875,000 original principal amount of unsecured convertible promissory notes (the “Notes”) and warrants to purchase up to 500,004 shares of common stock (the “Warrants”). The Company expects to use the net proceeds from the issuance of the Notes and Warrants for working capital and general corporate purposes.
Amounts borrowed under the Notes are scheduled to mature on June 30, 2019 and will bear an interest rate of 10.0% per annum. All amounts due under the Notes will automatically convert into shares of common stock of the Company based on an initial conversion price of $3.50 per share upon maturity or, if earlier, on the date the Company receives gross proceeds of at least $6 million from the sale of equity securities (excluding proceeds received in connection with the Purchase Agreement). Upon the occurrence of certain events of default, the Notes require the Company to repay the unpaid principal amount of the Notes and any unpaid accrued interest. The Warrants are exercisable for a period of five years from the date of issuance at an exercise price of $4.50. The conversion price of the Notes and the exercise price of the Warrants are each subject to adjustments prior to conversion or exercise (i) upon customary events affecting all outstanding shares of Common Stock and (ii) upon with the issuance by the Company of convertible or derivative equity-based instruments with a lower conversion or exercise price, on or before June 30, 2019.
to the Purchase Agreement, the Company has agreed to prepare and file a registration statement with the Securities and Exchange Commission upon request by the holders of at least 75% of the then outstanding Registrable Securities prior to the earlier of (a) the date on which all Registrable Securities (as defined in the Purchase Agreement) may be sold without registration and without restriction or in accordance with Rule 144 in a single transaction and (b) December 21, 2021. The Company has also agreed, among other things, to indemnify the Investors for certain liabilities resulting from any such registration and to pay all fees and expenses incident to the Company’s obligations under the Purchase Agreement.
The foregoing descriptions of the Purchase Agreement, Notes, and Warrants are qualified by reference to the full text of the Purchase Agreement, the Form of Note, and the Form of Warrant, which are filed as Exhibits 10.1, 10.2, and 10.3, respectively, and incorporated by reference.
| Item 9.01 | Financial Statement and Exhibits. |
(d) Exhibits
Sun BioPharma, Inc. Exhibit
EX-10.1 2 ex_132175.htm EXHIBIT 10.1 ex_132175.htm Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of (the “Effective Date”),…
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About Sun BioPharma, Inc. (OTCMKTS:SNBP)
Sun BioPharma, Inc., formerly Cimarron Medical, Inc., is a clinical stage drug development company. The Company is a biopharmaceutical company focused on developing therapies for pancreatic diseases. It is engaged in the commercial development of a polyamine analogue for pancreatic cancer and for a second indication in chronic pancreatitis. The Company’s products include SBP-101, SBP-102 and SBP-103. Its SBP-101 is a polyamine compound and exhibits specificity for the exocrine pancreas, with therapeutic potential for both pancreatic cancer and pancreatitis indications. It develops SBP-101 for the treatment of patients with pancreatic ductal adenocarcinoma. The SBP-102 product is in non-clinical feasibility evaluation for the treatment of patients with pancreatitis. The SBP-103 product is in non-clinical exploratory evaluation. The Company has enrolled first patient in its Phase I clinical trial of SBP-101 in patients with previously treated pancreatic cancer.
