Current Report Filing (8-k)
15 Febrero 2022 - 4:26PM
Edgar (US Regulatory)
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2022-02-09
2022-02-09
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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)
February
9, 2022
ONCOTELIC
THERAPEUTICS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-21990
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13-3679168
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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29397
Agoura Road Suite 107
Agoura
Hills, CA 91301
(Address
of principal executive offices and Zip Code)
Registrant’s
telephone number, including area code
(650)
635-7000
MATEON
THERAPEUTICS, INC.
(Former
name or former address, if changed since last report.)
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 (see General Instruction A.2. below):
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
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Title
of class
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Trading
Symbols
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Name
of each exchange on which registered
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N/A
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N/A
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N/A
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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 ☐
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. ☐
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Item
1.01
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Entry
Into A Material Definitive Agreement.
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Extension
of Maturity Date for J.H. Darbie Financing Notes & Issuance of Oncotelic Warrants
As
previously disclosed in the Current Report on Form 8-K, filed with the Securities and Exchange Commission (“SEC”)
on July 23, 2020, and subsequently in the Current Report on Form 8-K filed with the SEC on March 26, 2021, the Company entered into subscription
agreements with certain accredited investors (the “Investors”), whereby the Company issued and sold a total of 100
units (“Units”), with each Unit consisting of (i) 25,000 shares of the common stock, par value $0.01 per share (“Edgepoint
Common Stock”), of EdgePoint AI, Inc., a Delaware Corporation (“EdgePoint”), a division of the Company,
for a price of $1.00 per share of Edgepoint Common Stock; (ii) one convertible promissory note issued by the Company (the “Note”),
convertible into up to 25,000 shares of EdgePoint Common Stock at a conversion price of $1.00 per share, or up to 138,889 shares of the
Company’s common stock, par value $0.01 per share (“Common Stock”), at a conversion price of $0.18 per share;
and (iii) 100,000 warrants, consisting of (a) 50,000 warrants to purchase an equivalent number of shares of EdgePoint Common Stock at
$1.00 per share, and (b) 50,000 warrants to purchase an equivalent number of shares of Company Common Stock at $0.20 per share (“Oncotelic
Warrant”) (collectively, the “JH Darbie Financing”).
On
February 9, 2022, the Company and all except one of the Investors agreed to extend the maturity date of the Notes from March 31,
2022, to March 31, 2023. In consideration for the extension of the Notes, the Company will issue to the Investors an aggregate of 33,000,066 Oncotelic Warrants at a price
of $0.15 per share of Company’s Common Stock. Each Investor will be entitled to receive 333,334 Oncotelic Warrants for each
Unit purchased. For a description of the JH Darbie Financing and the Units sold thereunder, see the Company’s Current Report
on Form 8-K, filed with the Securities and Exchange Commission on July 23, 2020.
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Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
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See
Item 1.01 of this Current Report on Form 8-K under the heading “Extension of Maturity Date for J.H. Darbie Financing Notes.”
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Item
3.02
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Unregistered
Sales of Equity Securities
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Issuance
of Oncotelic Warrants
See
Item 1.01 of this Current Report on Form 8-K under the heading “Extension of Maturity Date for J.H. Darbie Financing Notes.”
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Exhibit
No.
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Description
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Incorporation
by reference
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104
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Cover
Page Interactive Data File (embedded within the Inline XBRL document).
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SIGNATURE
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.
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Oncotelic
Therapeutics, Inc.
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Date:
February 15, 2022
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/s/
Vuong Trieu
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By:
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Vuong
Trieu
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Chief
Executive Officer
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Oncotelic Therapeutics (QB) (USOTC:OTLC)
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De Dic 2024 a Ene 2025
Oncotelic Therapeutics (QB) (USOTC:OTLC)
Gráfica de Acción Histórica
De Ene 2024 a Ene 2025
