UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 29, 2024 (
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Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in 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).
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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 17, 2024, ABVC BioPharma, Inc. (the
“Company”) reported in the initial Current Report on Form 8-K that it entered into a securities purchase agreement
(the “Securities Purchase Agreement”) with Lind Global Fund II, LP (“Lind”), pursuant to which the
Company issued Lind a secured, convertible note in the principal amount of $1,000,000 (the “Offering”), for a purchase
price of $833,333 (the “Note”), on that same date (the “Initial 8K”). Pursuant to the Offering, Lind also
received a 5-year, common stock purchase warrant (the “Warrant”) to purchase up to 1,000,000 shares of the Company’s
common stock at an initial exercise price of $2 per share, subject to adjustment.
We are filing this amendment to disclose that due to Nasdaq requirements, the parties entered into an amendment to the Note, pursuant
to which the conversion price shall have a floor price of $1.00 (the “Amendment”). Additionally, the Amendment requires the
Company to make a cash payment to Lind if in connection with a conversion, the conversion price is deemed to be the floor price.
The foregoing description of the Amendment is qualified by reference to the full text of the Amendment, which is filed as an Exhibit hereto
and incorporated herein by reference.
The parties also agreed that the Company has an additional month, until April 17, 2024 to hold the initial shareholder meeting required under the Securities Purchase Agreement.
Neither this Current Report on Form 8-K, nor any exhibit attached hereto, is an offer to sell or the solicitation of an offer to buy the Securities described herein. Such disclosure does not constitute an offer to sell, or the solicitation of an offer to buy nor shall there be any sales of the Company’s securities in any state in which such offer, solicitation or sale would be unlawful. The securities mentioned herein have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Securities Act and applicable state securities laws.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Exhibit | |
10.1 | Form of Note (incorporated by reference to Exhibit 10.2 of the 8K filed on January 17, 2024) | |
10.2 | Form of Amendment | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ABVC BioPharma, Inc. | ||
February 29, 2024 | By: | /s/ Uttam Patil |
Uttam Patil | ||
Chief Executive Officer |
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