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Subsequent Events
12 Months Ended
Jul. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events

Note 17 - Subsequent Events:  

The Company has evaluated subsequent events occurring after the balance sheet date through the date the audited annual consolidated financial statements were issued and all significant subsequent events have been included in the notes.

 

On August 4, 2020, the Company and three institutional accredited investors (each a “Buyer” and, collectively, the “Buyers”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) pursuant to which the Company sold and issued to the Buyers an aggregate of 5,102,040 shares (the “Common Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at an aggregate price of $2,000,000 (the “Private Placement”).

 

Pursuant to the Securities Purchase Agreement, the Company issued to the Buyers (i) Series A Warrants to purchase 5,102,040 shares of Common Stock in the aggregate (the “Series A Warrants”) with an initial exercise price equal to $0.392 per share (the “Series A/B Exercise Price”), (ii) Series B Warrants to purchase 15,306,122 shares of Common Stock in the aggregate (the “Series B Warrants”) with an initial exercise price equal to the Series A/B Exercise Price; (iii) Series C Warrants to purchase the number of shares of Common Stock equal to Maximum Eligibility Number (as defined therein) (the “Series C Warrants”) at an initial exercise price equal to $0.539 per share; and (iv) Series D Warrants to purchase the number of shares Common Stock equal to the Maximum Eligibility Number (as defined therein) (the “Series D Warrants” and together with the Series A Warrants, the Series B Warrants and the Series C Warrants, the “Warrants” and the Warrants together with the Common Shares and the shares of Common Stock underlying the Warrants, the “Securities”) at an exercise price equal to $0.001 per share, in each case, subject to adjustment and beneficial ownership limitations set forth therein. Subject to the satisfaction or waiver of certain conditions set forth in the Series A Warrants, the Company may force the Buyers to exercise the Series A Warrants in full on the twenty second (22nd) trading day (the “Forced Exercise Date”) after the effectiveness of the Company’s registration statement that registers all of the Common Shares and shares underlying the Warrants. The exercise price set forth in each of the Series A Warrants, the Series B Warrants and Series C Warrants is subject to adjustment on certain trigger dates as provided in each such Warrant. The holders of the Series A Warrants, Series B Warrants and Series C Warrants shall be allowed a cashless exercise if a registration statement registering the Securities is not effective within 180 days following the issuance of such Warrants. On certain trigger dates as set forth in the Series D Warrants, the Series D Warrants will become exercisable into a number of shares of Common Stock that would have been issued on the issuance date and upon exercise of the Series A Warrants and Series B Warrants had the purchase price per share and exercise price of the Series A Warrants and Series B Warrants been equal to the applicable reset price as set forth in the Series D Warrant.

 

The Company received gross proceeds from the Private Placement of $2.0 million initially, before deducting transaction costs, fees and expenses payable by the Company.

 

Between September 22, 2020 and October 2, 2020, pursuant to Securities Purchase Agreement, the Buyers exercised warrants to purchase 9,142,973 shares of common stock at an exercise price of $0.001 per share.

 

Between August 7, 2020 and October 13, 2020, the Company converted $838,622 of principal and $48,924 of interest and $247,809 of default penalties into 5,860,255 shares of common stock.

 

On August 11, the Company issued 3,499,415 shares of common stock as payment for $1,459,676 of principal, interest and penalties pursuant to the settlement agreement with Iliad.

 

On August 14, 2020, the Company granted 1,987,160 stock options to buy common stock, at $0.45 per share, to various officers, board members, employees and consultants.

 

On August 25, 2020, Generex Biotechnology Corporation’s wholly owned subsidiary NuGenerex Health LLC, (“NuGenHealth”), entered into a strategic joint venture with Worldwide Digitech, LLC (“WWDT”) by signing an Operating Agreement to form NuGenHealth LLC. Under the agreement profits shall be distributed equally; 50% to NuGenerex Health LLC and 50% to WWDT.

 

WWDT will provide the software powered by the HealthKOS framework and back-end support for the NuGenHealth SaaS system, while NuGenerex Health LLC shall be responsible for the day to day management and oversight of business operations along with operating capital totaling approximately $1,500,000.

 

On September 5, 2020, upon mutual agreement, the Company cancelled 2,121,875 stock options of two officers pursuant to stock option termination agreements. These options were surrendered, and no consideration was given in exchange for terminating these options.

 

On September 11, 2020, the Company granted 4,235,050 stock options to buy common stock, at $0.31 per share, to various officers, board members, employees and consultants.

 

On September 18, 2020, a judgement was entered in favor of AEXG in the amount of $319,009, plus prejudgment interest in the sum of $65,762, for a total of $384,771. The Company continues to vigorously defend this matter.

 

On September 24, 2020, NuGen Health, LLC, a subsidiary of Generex Biotechnology Corporation, signed a services agreement with Paradise Valley Family Medicine, P.C. an Arizona professional corporation (“PVFM”) to provide a software and services solution for patient engagement, Remote Patient Monitoring (RPM) and Chronic Care Management (CCM) services that are recommended and reimbursed by the Centers of Medicare and Medicaid Services (CMS).

 

Under the terms of the Agreement, NuGenerex Health will implement the company’s software system and connected metabolic monitoring devices, and will provide RPM and CCM services to Medicare patients with chronic medical conditions who are under the care of PVFM physicians. PVFM will bill CMS for the RPM and CCM services, and will pay software and service fees to NuGenerex Health.

 

On September 23, 2020, the Company issued 51,130 shares of common stock, valued at $0.20 per share, to a third party for equity research and media services.

 

On October 5, 2020, the Company and its parent Generex Biotechnology Corporation, (collectively “Generex”) entered into a Distribution and Licensing Agreement with Bintai Healthcare SDN BHD, a subsidiary of Bintai Kinden Corporation Berhad of Malaysia (“Bintai”) for the exclusive rights to distribute, sell, develop and commercialize the Generex Ii-Key-SARS-CoV-2 coronavirus vaccine (the “Vaccine”) in Malaysia and South East Asia countries, with right of first refusal to commercialize the Vaccine within New Zealand, Australia and the Global Halal markets (the “Territory”). The agreement, among other things, consists of Bintai providing 100% funding for U.S. clinical development, manufacturing and commercial registration of the Vaccine for the Territory.

 

On October 23, 2020, the Company issued 30,000 shares of common stock pursuant to notes payable agreements from April and May 2020.

 

Between September 24, 2020 and October 19, 2020, the Company exercised put options pursuant to an Equity Purchase Agreement with an investor for an aggregate of 2,100,000 shares of Generex common stock for $356,710 of net proceeds.

 

On October 30, 2020, Generex Biotechnology Corporation and its majority owned subsidiary NuGenerex Immuno-Oncology, Inc., (collectively “Generex”) signed a Framework Agreement on Cooperative Development of Coronavirus Peptide Vaccine with Beijing Youfeng International Consulting Co., Ltd, Chinese Centre for Disease Control and Prevention National Institute for Viral Disease Control and Prevention (NIVDC) and Beijing Guoxin Haixiang Equity Investment Partnership (Limited Partnership) (collectively referred to as “China Partners”) to jointly develop and industrialize the Generex Ii-Key-SARS-CoV-2 coronavirus peptide vaccine (the “Vaccine”) in the People’s Republic of China (“China”). The agreement, among other things, consists of the China Partners providing 100% funding for the clinical development, manufacturing and commercial registration of the Vaccine for China and paying Generex fees that shall be negotiated and agreed upon in subsequent agreements.