NEXGEL : Termination of a Material Definitive Agreement - Form 8-K
March 17, 2022 at 04:28 pm EDT
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 15, 2022
NEXGEL, INC.
(Exact name of registrant as specified in its charter)
Delaware
000-41173
26-4042544
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
Identification No.)
2150 Cabot Boulevard West, Suite B
Langhorne, Pennsylvania
19067
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (215) 702-8550
(Former name or former address, if changed since last report)
Not Applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which
registered
Common Stock, par value $0.001
NXGL
TheNasdaqCapital Market LLC
Warrants to Purchase Common Stock
NXGLW
TheNasdaqCapital Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.02.
Termination of a Material Definitive Agreement.
On March 15, 2022, NexGel, Inc. (the "Company") repaid in full with a one-time cash payment of $1,680,000 all outstanding principal and accrued but unpaid interest under that certain 12% senior secured convertible promissory note issued to Auctus Fund, LLC ("Auctus") on March 11, 2021 (the "Auctus Note"). The Company did not incur any penalty with respect to the repayment of the Auctus Note and the repayment extinguished the Auctus Note in its entirety.
A description of the material terms of the Auctus Note was contained in the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on March 17, 2021 (the "Auctus Form 8-K"). The foregoing summary of the Auctus Note does not purport to be complete and is subject to, and qualified in its entirety by reference to the Auctus Note, which was filed as Exhibit 4.1 to the Auctus Form 8-K and is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 17, 2022
NEXGEL, INC.
By:
/s/ Adam Levy
Adam Levy
Chief Executive Officer
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Nexgel Inc. published this content on 17 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 March 2022 20:26:10 UTC.
NexGel, Inc. is a provider of ultra-gentle, high-water-content hydrogels for healthcare and consumer applications. It is engaged in manufacturing high water content, electron beam cross-linked, aqueous polymer hydrogels, or gels, used for wound care, medical diagnostics, transdermal drug delivery and cosmetics. It specializes in custom gels by capitalizing on proprietary manufacturing technologies. Its gels and its consumer products are manufactured using proprietary and non-proprietary mixing, coating, and crosslinking technologies. It markets under the brand names MedaGel and LumaGel Beauty. The products it sells under its MedaGel brand primarily relate to over the counter (OTC) remedy solutions, such as blister and pain applications; while the products it sells under its LumaGel Beauty brand primarily relate to beauty and cosmetic solutions, such as wrinkle and skin cream applications. The Company is also engaged in treating the symptoms of Psoriasis through its brand Kenkoderm.