Attached files
| file | filename |
|---|---|
| EX-10.3 - SECOND AMENDMENT OF SUBLICENSE AGREEMENT - Sanara MedTech Inc. | smti_ex10-3.htm |
| EX-10.2 - FIRST AMENDMENT OF SUBLICENSE AGREEMENT - Sanara MedTech Inc. | smti_ex10-2.htm |
| EX-10.1 - SUBLICENSE AGREEMENT - Sanara MedTech Inc. | smti_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 26, 2021
|
SANARA MEDTECH INC.
|
|
(Exact
name of registrant as specified in its charter)
|
|
Texas
|
001-39678
|
59-2219994
|
|
(State
or other jurisdiction of
|
(Commission File
Number)
|
(IRS
Employer
|
|
incorporation)
|
|
Identification
No.)
|
|
|
|
|
|
1200 Summit Avenue, Suite 414
Fort Worth, Texas
|
|
76102
|
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (817) 529-2300
(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 (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))
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, $0.001 par value
|
|
SMTI
|
|
The
Nasdaq Capital Market
|
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. ☐
Item
1.01
Entry
into a Material Definitive Agreement.
On
January 26, 2021, Cellerate, LLC (“Cellerate”), a
wholly owned subsidiary of Sanara MedTech Inc., entered into a
Second Amendment of Sublicense Agreement (the “Second
Amendment”) with CGI Cellerate RX, LLC (the
“Sublicensor”), which amends the Sublicense Agreement,
dated August 27, 2018 (the “Sublicense Agreement”), as
amended by the First Amendment of Sublicense Agreement, dated May
31, 2019 (the “First Amendment”, and together with the
Sublicense Agreement and the Second Amendment, the “Amended
Sublicense Agreement”).
The
Second Amendment extends the term of the Sublicense Agreement to
May 17, 2050 (the “Expiration Date”) and provides for
automatic year-to-year renewal terms thereafter so long as
Cellerate’s Net Sales (as defined in the Sublicense
Agreement) each year are equal to or in excess of $1.0 million.
Pursuant to the Second Amendment, if Cellerate’s Net Sales
fall below $1.0 million for any year after the Expiration Date, the
Sublicensor will have the right to terminate the Sublicense
Agreement upon written notice to Cellerate.
The
foregoing description of the Amended Sublicense Agreement does not
purport to be complete and is qualified in its entirety by
reference to the Sublicense Agreement, the First Amendment and the
Second Amendment, which are filed as Exhibits 10.1, 10.2 and 10.3,
respectively, to this Current Report on Form 8-K and are
incorporated by reference herein.
Item
9.01
Financial
Statements and Exhibits.
(d) Exhibits
|
Exhibit No.
|
|
Description
|
|
|
Sublicense
Agreement, dated August 27, 2018, between Cellerate, LLC, as
Sublicensee, and CGI Cellerate RX, LLC, as
Sublicensor.
|
|
|
|
First Amendment of Sublicense Agreement, dated May 31, 2019,
between Cellerate, LLC, as
Sublicensee, and CGI Cellerate RX, LLC, as
Sublicensor.
|
|
|
|
Second Amendment of Sublicense Agreement, dated January 26,
2021, between Cellerate, LLC,
as Sublicensee, and CGI Cellerate RX, LLC, as
Sublicensor.
|
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.
|
|
Sanara MedTech Inc.
|
|
|
|
|
|
|
|
|
Date: February
1, 2021
|
By:
|
/s/ Michael D.
McNeil
|
|
|
|
Name:
|
Michael D.
McNeil
|
|
|
|
Title:
|
Chief Financial
Officer
|
|