Item 1.01 Entry into a Material Definitive Agreement
On August 15, 2021, Coeptis Pharmaceuticals, Inc. ("Coeptis"), our wholly-owned
subsidiary, entered into amendments to each of the two definitive option
purchase agreements it had previously entered into with VyGen-Bio, Inc.
("VyGen") in May of 2021. Copies of the two definitive option purchase
agreements were previously filed as Exhibits 4.1 and 4.2 to the Company's
Current Report on Form 8-K that was filed with the SEC on May11, 2021.
In connection with the two amendments, Coeptis delivered to VyGen promissory
notes aggregating $3,250,000 with maturity dates of December 31, 2021, and made
a cash payment of $1,000,000, upon which cash payment Coeptis is deemed to have
exercised the two definitive option purchase agreements. Pursuant to the
amendments, if the promissory notes are timely paid by December 31, 2021,
Coeptis will maintain its 50% ownership interest in the two VyGen product
candidates that were subject of the definitive option purchase agreements, and
if the promissory notes are not timely paid by December 31, 2021, Coeptis'
ownership interest in such assets will automatically be reduced to 20% and the
two promissory notes will be automatically cancelled and will no longer be due
or payable. Details of the two amendments are summarized in the amendments
attached at Exhibits 4.1 and 4.2 to this Current Report on Form 8-K.
Item 8.01. Other Events
On August 19, 2021, the Company issued a press release announcing the entering
into by Coeptis of the two amendments described in Item 1.01 above. A copy of
the press release is furnished as Exhibit 99.1 to this Current Report on Form
8-K and is incorporated into this Item 8.01 by reference.
Item 9.01 Exhibits
The following exhibits are filed with this report on Form 8-K.
Exh. No. Exhibit
4.1 Amendment No. 1 to Co-Development Option Purchase Agreement (SNP) between
Coeptis Pharmaceuticals, Inc. and VyGen-Bio, Inc.
4.2 Amendment No. 1 to Co-Development Option Purchase Agreement (GEAR) between
Coeptis Pharmaceuticals, Inc. and VyGen-Bio, Inc.
99.1 Press Release dated August 19, 2021 Announcing VyGen Option Amendments and
Exercise.
2
© Edgar Online, source Glimpses