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MarketScreener Homepage  >  Equities  >  Nasdaq  >  Innovate Biopharmaceuticals Inc    INNT

INNOVATE BIOPHARMACEUTICALS INC

(INNT)
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INNOVATE BIOPHARMACEUTICALS, INC. : Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits (form 8-K)

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01/11/2019 | 04:48pm EDT

Item 1.01. Entry into a Material Definitive Agreement.

Effective January 7, 2019, Innovate Biopharmaceuticals, Inc. (the "Company") and Gustavia Capital Partners LLC and/or its affiliates (the "Holder") entered into an Option to Purchase Senior Convertible Note (the "Option Agreement"), pursuant to which Holder granted to the Company an option to purchase from Holder a Senior Convertible Note (as defined in the Option Agreement) (the "Senior Convertible Note"), originally issued as a Senior Note with an original issue date of on or about January 26, 2018 and subsequently exchanged on October 4, 2018 for the Senior Convertible Note.

Summary of Material Terms of the Option Agreement

Consideration

The Company has paid to Holder $250,000 in U.S. dollars in consideration for the option to purchase the Senior Convertible Note pursuant to the Option Agreement (the "Option").

Option Period

The Company may exercise the Option on or before March 31, 2019 (or such later date as Holder may designate to the Company in writing) (the "Option Termination Date").

Purchase Price

The purchase price for the Senior Convertible Note shall be $5,196,666.67 (which amount shall be proportionally reduced for any principal converted under the Senior Convertible Note during the Option Period (as defined in the Senior Convertible Note), plus any unpaid accrued interest (the "Purchase Price").

Option Exercise

The Option shall be exercised, if at all, by the Company on or before the Option Termination Date. To exercise, the Company must deliver to Holder an executed copy of the Notice of Intent to Exercise Option ("Notice of Exercise"), attached as Exhibit A to the Option Agreement, ten days prior to the effective exercise date (the "Exercise Date"). Within ten business days of such Notice of Exercise and payment of the Purchase Price by the Company, Holder shall deliver the Senior Convertible Note to the Company for cancellation.

The foregoing summary description of the Option Agreement does not purport to be complete and is qualified in its entirety by reference to the Option Agreement, a copy of which is filed herewith as Exhibit 10.1, and is incorporated herein by reference.



Item 8.01. Other Events.



Pursuant to the terms of the Note and Holder's right to call any portion of the Note prior to entering into the Option Agreement, the Company paid the Holder approximately $1,000,000 on January 8, 2019.

Item 9.01. Financial Statements and Exhibits.




(d) Exhibits
Exhibit No. Description
              Option to Purchase Senior Convertible Note, by and between the
10.1        Company and Gustavia Capital Partners LLC and/or its affiliates
            dated as of January 7, 2019

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses

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