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As Of Filer Filing For·On·As Docs:Size Issuer Agent 5/06/15 Bone Biologics, Corp. 8-K:1,2,3,9 5/04/15 3:194K SEC Compliance, Inc./FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 18K 2: EX-10.1 Material Contract HTML 68K 3: EX-10.2 Material Contract HTML 43K
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): May 4, 2015
Bone Biologics, Corp.
(Exact name of registrant as specified in its charter)
| Delaware | 000-53078 | 42-1743430 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 175 May Street, Suite 400, Edison, NJ | 08837 | |
| (Address of principal executive offices) | (Zip Code) |
(732) 661-2224
(Registrant’s telephone number, including area code)
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):
[ ] 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))
| Item 1.01. | Entry into a Material Definitive Agreement. |
Convertible Secured Term Note and Warrant
On May 4, 2015, Bone Biologics, Corp. (the “Company”) issued a convertible promissory note in the amount of $2,000,000 (the “Convertible Note”) to Hankey Capital, LLC (“Hankey Capital”). The Convertible Note matures on May 4, 2018 (the “Maturity Date”) and bears interest at an annual rate of interest at the “prime rate” (as quoted in the “Money Rates” section of The Wall Street Journal) plus 4.0%, with a minimum rate of 8.5% per annum until maturity, with interest payable monthly in arrears. Prior to the Maturity Date, Hankey Capital has a right, in their sole discretion, to convert the Convertible Note into shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), at a conversion rate equal to the greater of (i) $1.58 per share or (ii) 70% of the average daily price for the Common Stock as measured over the course of the 60 day period prior to the conversion.
The Convertible Note is secured by certain collateral shares of Common Stock issued by the Company in the name of Hankey Capital, in such amount so as to maintain a loan to value ratio of no greater than 50% (the “Collateral”). The number of shares in the Collateral shall be adjusted on a yearly basis. The Convertible Note is further secured by collateral assignments of all the Company’s license agreements.
The principal amount of the loan is prepayable in whole or in part at any time, without premium or penalty. Upon any voluntary partial prepayment of outstanding principal, Hankey Capital shall return Collateral shares to the Company in the amount necessary, if any, to maintain the loan to value ratio at no less than 50%. Upon a full payment of the outstanding principal, all Collateral shares shall be returned and cancelled. Hankey Capital shall also return Collateral shares under the same terms in case of partial or full conversion of the Convertible Note.
The Company intends to use the proceeds of the Convertible Note for working capital and general corporate purposes.
On May 4, 2015, the Company also issued a warrant to Hankey Capital for 1,898,734 shares of Common Stock at an exercise price per share of $1.58. The Warrant will expire on May 4, 2018. The Warrant includes such other terms that are normal and customary for warrants of this type.
The form of the Convertible Note and Warrant are incorporated as Exhibits 10.1 and 10.2 to this Report, and the summary description of the terms of the Convertible Note and Warrant contained herein is qualified in its entirety by reference to Exhibits 10.1 and 10.2.
| Item 2.03. | Unregistered Sales of Equity Securities. |
The disclosure set forth in Item 1.01 to this Current Report is incorporated into this item by reference.
| Item 3.02. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The disclosure set forth in Item 1.01 to this Current Report is incorporated into this item by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Bone Biologics, Corp. Convertible Secured Term Note issued to Hankey Capital, LLC on May 4, 2015. | |
| 10.2 | Bone Biologics, Corp. Warrant issued to Hankey Capital, LLC on May 4, 2015. |
| - 2 - |
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.
| BONE BIOLOGICS CORP. | ||
| Date: May 6, 2015 | By: | /s/ Michael Schuler |
| Name: | Michael Schuler | |
| Title: | Chief Executive Officer | |
| - 3 - |
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 5/4/18 | None on these Dates | |||
| Filed on: | 5/6/15 | |||
| For Period End: | 5/4/15 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/15/22 Bone Biologics Corp. 10-K 12/31/21 59:5M M2 Compliance LLC/FA 10/07/21 Bone Biologics Corp. S-1/A 60:9.2M M2 Compliance LLC/FA 10/06/21 Bone Biologics Corp. S-1/A 59:8.2M M2 Compliance LLC/FA 8/30/21 Bone Biologics Corp. S-1/A 60:7.8M M2 Compliance LLC/FA 6/28/21 Bone Biologics Corp. S-1 71:5.9M M2 Compliance LLC/FA 4/15/21 Bone Biologics Corp. 10-K 12/31/20 63:4.3M M2 Compliance LLC/FA |