0001415889-12-001331.txt : 20120830 0001415889-12-001331.hdr.sgml : 20120830 20120830160958 ACCESSION NUMBER: 0001415889-12-001331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120828 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120830 DATE AS OF CHANGE: 20120830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Echo Therapeutics, Inc. CENTRAL INDEX KEY: 0001031927 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 411649949 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35218 FILM NUMBER: 121065843 BUSINESS ADDRESS: STREET 1: 8 PENN CENTER STREET 2: 1628 JFK BLVD, SUITE 300 CITY: PHILADELPHIA STATE: PA ZIP: 19103 BUSINESS PHONE: 215-717-4100 MAIL ADDRESS: STREET 1: 8 PENN CENTER STREET 2: 1628 JFK BLVD, SUITE 300 CITY: PHILADELPHIA STATE: PA ZIP: 19103 FORMER COMPANY: FORMER CONFORMED NAME: SONTRA MEDICAL CORP DATE OF NAME CHANGE: 20020702 FORMER COMPANY: FORMER CONFORMED NAME: CHOICETEL COMMUNICATIONS INC/MN/ DATE OF NAME CHANGE: 20020701 FORMER COMPANY: FORMER CONFORMED NAME: SONTRA MEDICAL CORP DATE OF NAME CHANGE: 20020701 8-K 1 echo8k_aug282012.htm FROM 8-K echo8k_aug282012.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):  August 28, 2012
 
Echo Therapeutics, Inc.
 (Exact name of Company as specified in its charter)
 
 
         
Delaware
 
000-23017
 
41-1649949
(State or other jurisdiction
of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
   
8 Penn Center
1628 JFK Blvd., Suite 300
Philadelphia, PA
 
 
 
19103
(Address of principal executive offices)
 
(Zip Code)

Company’s telephone number, including area code: (215) 717-4100

 (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 Company 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.

On August 28, 2012, the Company and Platinum-Montaur Life Sciences, LLC, a Delaware limited liability company (“Montaur”), entered into a letter agreement (the “Letter Agreement”) effective as of August 24, 2012 which amended an agreement between the Company and Montaur dated August 8, 2012 pursuant to which Montaur agreed to make a non-revolving draw credit facility (the “Credit Facility”) available to the Company in an initial aggregate principal amount of $5,000,000 (the “Commitment Agreement”).  The Commitment Agreement provided that the Company and Montaur would execute definitive documents evidencing the Credit Facility by August 24, 2012.  The Letter Agreement extended the date by which the Company and Montaur would execute definitive documents evidencing the Credit Facility to August 31, 2012.

The description of the material terms of the Letter Agreement is qualified in its entirety by reference to the full text of the Letter Agreement which is filed as Exhibit 10.1 and is incorporated herein by reference. The description of the material terms of the Commitment Agreement is qualified in its entirety by reference to the full text of the Commitment Agreement which is filed as Exhibit 10.1 to the Company Current Report on Form 8-K filed with the Securities & Exchange Commission on August 14, 2012 and is incorporated herein by reference.

Item 9.01                 Financial Statements and Exhibits.
 
The Exhibits listed in the Exhibit Index immediately preceding such Exhibits are filed with or incorporated by reference in this report. 

 
 

 


SIGNATURES
 
              Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
                                                                                   
 
ECHO THERAPEUTICS, INC.
 
 
Dated: August 30, 2012
By:     /s/  Patrick T. Mooney
 
Patrick T. Mooney
 
 
President and Chief Executive Officer
 
 

 
 

 


EXHIBIT INDEX
                     
Exhibit No.  
 
10.1
Description
 
Letter agreement between the Company and Platinum-Montaur Life Sciences, LLC dated as of August 24, 2012.

EX-10.1 2 ex10-1.htm LETTER AGREEMENT BETWEEN THE COMPANY AND PLATINUM-MONTAUR LIFE SCIENCES, LLC DATED AS OF AUGUST 24, 2012 ex10-1.htm
Exhibit 10.1

COMMITMENT LETTER EXTENSION AGREEMENT

Reference is hereby made to the Letter Agreement dated as of August 8, 2012 (the “Letter Agreement”) between Echo Therapeutics, Inc. (“Echo”) and Platinum-Montaur Life Sciences, LLC (“Platinum”).

Upon execution by each of Echo and Platinum below, the reference to the date of the execution and delivery of definitive documentation in the Section entitled “CLOSING” in the Letter Agreement shall be deemed amended to “August 31, 2012”.

IN WITNESS WHEREOF, the parties have entered into this Commitment Letter Extension Agreement as of August 24, 2012.


ECHO THERAPEUTICS, INC.

By:  /s/ Patrick T. Mooney
Name:  Patrick T. Mooney
Title:  Chief Executive Officer


PLATINUM-MONTAUR LIFE SCIENCES, LLC

By:   /s/ Michael M. Goldberg, M.D.
Name:  Michael M. Goldberg, M.D
Title:  ______________________________