HEARTBEAM, INC. : Entry into a Material Definitive Agreement, Financial Statements and Exhibits (form 8-K)

ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On May 2, 2023, HeartBeam, Inc. (the "Company") entered into a Securities Purchase Agreement (the "SPA") with an accredited investor (the "Investor"), for the purchase and sale in a registered direct offering of 1,000,000 shares (the "Shares") of the Company's common stock (the "Common Stock") at a price of $1.50 per share, generating net proceeds from the offering of approximately $1.4 million after deducting financial advisory and legal fees as well as other estimated offering expenses.

In connection with the SPA, on April 27, 2023, the Company entered into a Financial Advisory Agreement (the "Financial Advisory Agreement") with A.G.P./Alliance Global Partners ("A.G.P."), to act as a financial advisor to the Company. Pursuant to the terms of the Financial Advisory Agreement, A.G.P. has agreed, on a non-exclusive basis, to provide financial services to the Company in exchange for a fixed sum of $70,000.

The Shares will be offered and sold by the Company pursuant to a prospectus supplement and accompanying prospectus, which was filed with the Securities and Exchange Commission (the "SEC"), in connection with a takedown from the Company's effective shelf registration statement on Form S-3 (File No. 333-269520), which was filed with the SEC on February 2, 2023 and subsequently declared effective on February 10, 2023 (the "Shelf Registration Statement").

The SPA contains customary representations, warranties and covenants by the Company, customary conditions to closing, indemnification obligations of the Company, other obligations of the parties and termination provisions.

The foregoing descriptions of the material terms of the SPA do not purport to be complete and are qualified in their entirety by reference to the full text of the SPA, a copy of which are filed as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.



Exhibit
Number                                  Description
10.1        Form of Securities Purchase Agreement dated as of May 2, 2023 between
          HeartBeam, Inc. and Investor
104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document)




                                       1

© Edgar Online, source Glimpses