In an 8-K
filed with the SEC today, VistaGen Therapeutics announced that Platinum Long
Term Growth VII, LLC, the company’s largest investor, has entered into an
Amended and Restated Note Conversion Agreement and Warrant Amendment.
According
the SEC filing, Platinum has agreed to convert all senior secured convertible
promissory notes currently held into unregistered equity securities upon the
consummation on or before August 31, 2014, of either a private equity financing
resulting in aggregate gross proceeds of at least $36.0 million, or a
registered equity financing resulting in gross proceeds of $10.0 million or
more. The deal would significantly improve VistaGen’s balance sheet.
Additionally,
pursuant to the terms and conditions of the amendment and consummation of a
qualified financing on or before August 31, 2014, the exercise price of all
warrants issued by VistaGen to Platinum in connection with the notes, and
warrants that still may be issued pursuant to the note exchange and purchase
agreement dated October 11, 2012, if any, will be fixed at $0.50 per share or
the purchase price of common stock sold in the qualified financing, whichever
is lower. Finally, the anti-dilutive provisions contained in the warrants,
other than typical adjustments for stock splits, combinations and dividends,
will be terminated.
Platinum
also agreed to terminate the amended and restated security agreement,
intellectual property security and stock pledge agreement and negative covenant
agreement, each dated October 11, 2012, related to the Notes, and release all
of its security interests in the assets of VistaGen and its subsidiaries in connection
with the company’s completion of a Qualified Financing and conversion of the
Notes.
To read
the whole filing, visit www.dtg.fm/vsta-8k-7-22-14
For more
information on VistaGen, visit www.vistagen.com
About MissionIR
MissionIR is committed to connecting the investment community with companies that have great potential and a strong dedication to building shareholder value. We know our reputation is based on the integrity of our clients and go to great lengths to ensure the companies represented adhere to sound business practices.
Sign up for “The Mission Report” at www.MissionIR.com
MissionIR is committed to connecting the investment community with companies that have great potential and a strong dedication to building shareholder value. We know our reputation is based on the integrity of our clients and go to great lengths to ensure the companies represented adhere to sound business practices.
Sign up for “The Mission Report” at www.MissionIR.com
Please see disclaimer
on the MissionIR website http://www.missionir.com/disclaimer.html
