Attached files
| file | filename |
|---|---|
| EX-10.1 - EXHIBIT 10.1 - Great Basin Scientific, Inc. | v458011_ex10-1.htm |
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): January 31, 2017
GREAT BASIN SCIENTIFIC, INC.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-36662 | 83-0361454 |
|
(State or Other Jurisdiction of Incorporation)
|
(Commission File Number) |
(IRS Employer Identification No.)
|
420 E. South Temple, Suite 520, Salt Lake City, UT
(Address of principal executive offices)
84111
(Zip code)
(801) 990-1055
(Registrant’s telephone number, including area code)
N/A
(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 Instructions 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. |
As previously disclosed on the Current Report on Form 8-K filed with the SEC on June 29, 2016, on June 29, 2016, Great Basin Scientific, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “2016 SPA”) in relation to our issuance and sale to certain buyers as set forth in the Schedule of Buyers attached to the 2016 SPA (the “ 2016 Note Buyers”) of $75 million aggregate principal amount of senior secured convertible notes (the “2016 Notes”) and related Series H common stock purchase warrants (the “Series H Warrants”).
On January 31, 2017, the Company and certain 2016 Note Buyers holding enough of the 2016 Notes to constitute the required holders under Section 19 of the 2016 Notes entered into separate agreements (each, an “Amendment Agreement”).
The Amendment Agreements amends the terms of the 2016 Notes to change the restriction percentage for each holder from January 31, 2017 through February 2, 2017 to the greater of 10 million shares or each such holder’s pro rata percentage of 45% of the trading volume of our common stock, unless our common stock is then trading above $0.50 (as adjusted for stock splits, stock dividends, recapitalizations and similar events). On February 3, 2017, the restriction percentage reverts back to each holder’s pro rata percentage of 45% of the trading volume of our common stock, unless our common stock is then trading above $0.50 (as adjusted for stock splits, stock dividends, recapitalizations and similar events).
The foregoing is a summary description of the material terms of the Amendment Agreements and is qualified in its entirety by the form of Amendment Agreement, attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference to this Item 1.01.
| Item 3.03 | Material Modification to Rights of Security Holders |
The information disclosed in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit | Description |
| 10.1 | Form of Amendment Agreement |
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.
| GREAT BASIN SCIENTIFIC, INC. | ||
| Date: January 31, 2017 | By: | /s/ Ryan Ashton |
| Ryan Ashton | ||
| President and Chief Executive Officer |