Wound Management Technologies, Inc. (OTCMKTS:WNDM) Files An 8-K Termination of a Material Definitive AgreementItem 1.02 Termination of a Material Definitive Agreement.
On October 10, 2017, Wound Management Technologies, Inc. (the “Company”) and Evolution Venture Partners LLC (“EVP”) entered into a termination agreement (the “Termination Agreement”) terminating, effective as of September 29, 2017, that certain letter agreement dated April 26, 2016, (the “Agreement”), by and between the Company, EVP, and Middlebury Securities, LLC (“Middlebury”). Middlebury terminated its charter on or about July 27, 2016, and therefore is not a party to the Termination Agreement.
The Agreement had an initial term of one year (with an automatic six-month renewal term) and provided for:
· A $60,000 consulting fee payable upon execution of the Agreement, refundable only upon cancellation of the Agreement by EVP during the initial one-year term.
· A success fee in an amount equal to 5% of the transaction value of any strategic transaction.
· A selling fee equal to 3% of the gross proceeds of any debt financing transaction or 5% of the gross proceeds of any equity financing transaction.
· The issuance to EVP of a warrant (the “Warrant”) for the purchase of 60,000,000 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), at an exercise price of $0.12 per share.
As of this date, there are no Financing Transactions or Strategic Transactions (as defined in the Agreement) being considered by the Company and no such transactions have occurred.
to the Termination Agreement, EVP has agreed to cancel the Warrant in exchange for the Company’s issuance to EVP of 750,000 shares of Common Stock (the “Shares”).
Item 3.02 Unregistered Sales of Equity Securities.
The information in Item 1.02 above is incorporated by reference into this Item 3.02.
The Company relied on the exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), for the issuance of the Shares. The Shares have not been registered under the Securities Act, or state securities laws, and may not be offered or sold in the United States without either being first registered or otherwise exempt from registration in any further resale or disposition.
Item 9.01. Financial Statements and Exhibits
Termination Agreement effective September 29, 2017, by and between the Company and Evolution Venture Partners LLC
WOUND MANAGEMENT TECHNOLOGIES, INC. ExhibitEX-10.1 2 wndm_ex101.htm TERMINATION AGREEMENT EFFECTIVE SEPTEMBER 29,…To view the full exhibit click
About Wound Management Technologies, Inc. (OTCMKTS:WNDM)
Wound Management Technologies, Inc., formerly MB Software, Inc., distributes collagen-based wound care products to healthcare providers, such as physicians, clinics and hospitals. The Company’s subsidiaries include Wound Care Innovations, LLC (WCI), Resorbable Orthopedic Products, LLC and Innovate OR, Inc. The Company’s WCI provides CellerateRX product in the wound care market. CellerateRX is a medical device for use on all acute and chronic wounds, except third degree burns. CellerateRX is offered in both gel and powder form. WCI expanded its CellerateRX product line to include CellerateRX Surgical products.