Xenetic Biosciences, Inc. (NASDAQ:XBIO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.
On July 16, 2019, Xenetic Biosciences, Inc. (the “Company”), in connection with a potential financing transaction, entered into a consent agreement (the “Consent Agreement”) with certain holders (the “Holders”) of warrants to purchase shares of the Company’s common stock whose consent was sought in connection with a potential financing transaction. In consideration of the Holders’ consent, the Company agreed to (i) issue the Holders an aggregate of 16,666 shares of the Company’s common stock and (ii) adjust the exercise price of those certain warrants (each a "Warrant") issued to each Holder in connection with the Company\’s reverse stock split on June 25, 2019, as described in the Consent Agreement.
A copy of the Consent Agreement is filed as Exhibit 10.1 to this report and is incorporated herein by reference.
The issuance of the shares was not registered under the Securities Act of 1933, as amended, or the securities laws of any state, and were issued in reliance on the exemption from registration afforded by Section 4(a)(2) and Regulation D (Rule 506) under the Securities Act and corresponding provisions of state securities laws, which exempt transactions by an issuer not involving any public offering.
The information required by this Item 3.02 is incorporated by reference to Item 1.01 set forth above.
(d) Exhibits