0001209191-18-040510.txt : 20180702 0001209191-18-040510.hdr.sgml : 20180702 20180702193900 ACCESSION NUMBER: 0001209191-18-040510 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180628 FILED AS OF DATE: 20180702 DATE AS OF CHANGE: 20180702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DIGIANDOMENICO ANTHONY CENTRAL INDEX KEY: 0001083544 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37969 FILM NUMBER: 18934443 MAIL ADDRESS: STREET 1: 3600 GREEN COURT, SUITE 350 CITY: ANN ARBOR STATE: MI ZIP: 48105 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ENDRA Life Sciences Inc. CENTRAL INDEX KEY: 0001681682 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 260579295 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3600 GREEN COURT STREET 2: SUITE 350 CITY: ANN ARBOR STATE: MI ZIP: 48105 BUSINESS PHONE: 734-335-0468 MAIL ADDRESS: STREET 1: 3600 GREEN COURT STREET 2: SUITE 350 CITY: ANN ARBOR STATE: MI ZIP: 48105 FORMER COMPANY: FORMER CONFORMED NAME: Endra Inc. DATE OF NAME CHANGE: 20160805 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-06-28 0 0001681682 ENDRA Life Sciences Inc. NDRA 0001083544 DIGIANDOMENICO ANTHONY C/O ENDRA LIFE SCIENCES INC. 3600 GREEN COURT, SUITE 350 ANN ARBOR MI 48105 1 0 0 0 Convertible Promissory Note 2018-06-28 4 A 0 100000.00 100000.00 A 2018-12-31 Common Stock 49604 100000.00 D Warrants 2.52 2018-06-28 4 A 0 24802 0.00 A 2018-12-28 2021-06-28 Common Stock 24802 24802 D The Convertible Promissory Note (the "Note") is convertible into the Issuer's common stock at a conversion price equal to the lesser of (a) the lowest per share price at which common stock is sold by the Issuer in a sale resulting in aggregate gross cash proceeds of at least $7.0 million (a "Qualified Financing"), less a discount of 20%, or (b) $2.016, but in any event no less than a conversion price floor of $1.40, which conversion price is subject to adjustment in certain circumstances in accordance with the terms of the Note. The principal amount of the Note will automatically convert into shares of the Issuer's common stock (i) upon the consummation of a Qualified Financing or (ii) if the holders of a majority of the aggregate principal amount of outstanding Convertible Promissory Notes elect to convert such notes at any time until three days prior to a Qualified Financing. Additionally, the reporting person is entitled to convert the principal amount of the Note into common stock (i) at any time until three days prior to the consummation of a Qualified Financing or (ii) if a material Event of Default (as defined in the Note) shall have occurred and be continuing. In each case, conversion is subject to the terms and provisions of the Note. The number of shares of common stock shown in Column 7 assumes a conversion price of $2.016, which is subject to adjustment in certain circumstances (see Footnote 1). The Warrants were issued for no additional consideration in connection with the offer and sale of the Note. /s/ Anthony DiGiandomenico by Mark Busch, attorney-in-fact 2018-07-02