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): April 11, 2018
Creative Medical Technology Holdings, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 000-53500 | 87-0622284 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 2017 W Peoria Avenue, Phoenix, AZ 85029 |
| (Address of principal executive offices) |
Registrant’s telephone number, including area code: (602) 680-7439
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ 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))
Indicate by check mark whether the registrant is an emerging growth company 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).
Emerging growth company x
Emerging growth company 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 |
Effective April 11, 2018, Creative Medical Technology Holdings, Inc. (the “Company”) amended promissory notes issued by it and by its operating subsidiary, Creative Medical Technology, Inc., to Creative Medical Health, Inc. (“CMH”), the parent of the Company, to permit the conversion of the notes into restricted shares of common stock of the Company. The 8% promissory notes were originally issued February 2, 2016, in the principal amount of $50,000, on May 1, 2016, in the principal amount of $50,000, and on May 18, 2016, in the principal amount of $25,000. The conversion formula on the principal and accrued interest on the amended notes is 120% of the 30-day volume weighted average price (VWAP) for the Company’s common stock traded March 1, 2018 through March 30, 2018. Immediately upon amendment of the notes, CMH converted the total outstanding principal and interest of the notes, which was $136,003. The VWAP for the 30-day period ended March 30, 2018, was $0.0138 and the number of shares issued to CMH for the conversion was 9,855,290 restricted common shares.
| Item 3.02 | Unregistered Sales of Equity Securities |
In connection with the conversion of the notes disclosed under Item 1.01 above, the Company issued 9,855,290 shares of common stock to CMH without registration. The issuance of these securities was made pursuant to Rule 506(b) of Regulation D promulgated by the SEC under the Securities Act as a transaction not involving any public offering. No selling commissions or other remuneration were paid in connection with the issuance of these shares.
| Item 8.01 | Other Events |
On April 12, 2018, the Company issued a press release announcing the amendment to the CMH notes and the conversion of the notes into common stock of the Company.
The press release, furnished as Exhibit 99.4 to this Form 8-K, may contain forward-looking statements. Such forward-looking statements are based on information presently available to the Company’s management and are current only as of the date made. Actual results could also differ materially from those anticipated as a result of a number of factors, including, but not limited to, those discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, and subsequent reports filed by the Company with the Securities and Exchange Commission (the “Commission”). For those reasons, undue reliance should not be placed on any forward-looking statement. The Company assumes no duty or obligation to update or revise any forward-looking statement, although it may do so from time to time as management believes is warranted or as may be required by applicable securities law. Any such updates or revisions may be made by the registrant by filing reports with the Commission, through the issuance of press releases or by other methods of public disclosure.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Creative Medical Technology Holdings, Inc. | ||
| Date: April 16, 2018 | By: | /s/ Donald Dickerson |
| Donald Dickerson, Chief Financial Officer | ||
Exhibit 99.1
AMENDMENT TO 8% PROMISSORY NOTE
This Amendment to the 8% Promissory Note (this “Amendment”), dated effective April 11, 2018, is by, between, and among Creative Medical Technologies, Inc., a Nevada corporation (the “Borrower”), Creative Medical Health, Inc., a Delaware corporation (the “Holder”), and Creative Medical Technology Holdings, Inc. (“CELZ”). The Borrower, Holder, and CELZ will be referred to individually as a “Party” and collectively as the “Parties.” Any capitalized terms not defined in this Amendment will have the meaning set forth in the 8% Promissory Note dated February 2, 2016 issued by the Borrower to the Holder (the “Note”), attached hereto as Exhibit A.
RECITALS
WHEREAS, on February 2, 2016, the Borrower issued to Holder the Note;
WHEREAS, CELZ is not a party to the Note;
WHEREAS, the Note is not convertible into shares of Common Stock of CELZ; and
WHEREAS, the Parties hereto desire to make CELZ a party to the Note and to make the Note convertible into shares of Common Stock of the Borrower through amending the Note to add a conversion feature and conversion notice.
THEREFORE, in consideration of the foregoing recitals, mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as set forth below.
AGREEMENT
1. Additional Party. The Note is hereby amended so that, as amended, CELZ is a party to the Note.
2. Voluntary Conversion. The Note is hereby amended so that, as amended, the following section is added:
At any time after the issuance and until this Note is no longer outstanding, this Note shall be convertible, in whole or in part, into shares of Common Stock of Creative Medical Technology Holdings, Inc., a Nevada corporation and parent of Maker (“CELZ”) at the option of the Payee, at any time and from time to time. The Payee shall effect conversions by delivering to the Maker and CELZ a Notice of Conversion, the form of which is attached hereto as Annex A (a “Notice of Conversion”), specifying therein the principal amount of this Note to be converted and the date on which such conversion shall be effected (such date, the “Conversion Date”). If no Conversion Date is specified in a Notice of Conversion, the Conversion Date shall be the date that such Notice of Conversion is deemed delivered hereunder. No ink-original Notice of Conversion shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Conversion form be required. To effect conversions hereunder, the Payee shall not be required physically to surrender this Note to the Maker unless the entire principal amount of this Note, plus all accrued and unpaid interest thereon, has been so converted. Conversions hereunder shall have the effect of lowering the outstanding principal amount of this Note in an amount equal to the applicable conversion. The Payee and the Maker shall maintain records showing the principal amount(s) converted and the date of such conversion(s).
The conversion price in effect on any Conversion Date shall be one hundred and twenty percent (120%) of the volume weighted average price (“VWAP”) from March 1, 2018 until March 30, 2018 (the “Conversion Price”).
The number of Conversion Shares issuable upon a conversion hereunder shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of this Note to be converted by (y) the Conversion Price.
No fractional shares or scrip representing fractional shares shall be issued upon the conversion of this Note. As to any fraction of a share that the Payee would otherwise be entitled to purchase upon such conversion, the Maker shall at its election, either pay a cash adjustment in respect of such final fraction in an amount equal to such fraction multiplied by the Conversion Price or round up to the next whole share.
3. Conversion Notice. The Note is hereby amended so that, as amended, the following section is added:
Annex A
NOTICE OF CONVERSION
The undersigned hereby elects to convert principal under the 8% Promissory Note issued February 2, 2016 by Creative Medical Technologies, Inc., a Nevada corporation (the “Maker”), to Creative Medical Health, Inc, a Delaware corporation (the “Payee”), into shares of common stock (the “Common Stock”) of Creative Medical Technology Holdings, Inc., a Nevada corporation (“CELZ”), according to the conditions hereof as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by the Maker and CELZ in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any.
| Conversion calculations: | Date to Effect Conversion: ________________, 201__ | ||
| Principal Amount of Note to be Converted: $ ________________________ | |||
| Payment of Interest in Common Stock: __ yes __ no | |||
| If yes, $ ______of Interest Accrued on Account of Conversion at Issue. | |||
| Number of shares of Common Stock to be issued: ____________________ | |||
| Signature:___________________________________________________ | |||
| Name:_________________________________ | |||
| DWAC Instructions: | |||
| Broker Name, address, contact person, and telephone number: | |||
| ___________________________________________________________ | |||
| ___________________________________________________________ | |||
| ___________________________________________________________ | |||
| Broker DTC No: _______________________________________________ | |||
| Account No: ________________________________________________ | |||
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4. No Other Changes. Except as amended hereby, the Note will continue to be, and will remain, in full force and effect. Except as provided herein, this Amendment will not be deemed (i) to be a waiver of, or consent to, or a modification or amendment of, any other term or condition of the Note or (ii) to prejudice any right or rights which the Parties may now have or may have in the future under or in connection with the Note or any of the instruments or agreements referred to therein, as the same may be amended, restated, supplemented or otherwise modified from time to time.
5. Authority; Binding on Successors. The Parties represent that they each have the authority to enter into this Amendment. This Amendment will be binding on, and will inure to the benefit of, the Parties to it and their respective heirs, legal representatives, successors, and assigns.
6. Governing Law and Venue. This Amendment and the rights and duties of the Parties hereto will be construed and determined in accordance with the terms of the Note.
7. Incorporation by Reference. The terms of the Note, except as amended by this Amendment, are incorporated herein by reference and will form a part of this Amendment as if set forth herein in their entirety.
8. Counterparts; Facsimile Execution. This Amendment may be executed in any number of counterparts and all such counterparts taken together will be deemed to constitute one instrument. Delivery of an executed counterpart of this Amendment by facsimile or email will be equally as effective as delivery of a manually executed counterpart of this Amendment.
[Signature Page to Follow]
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IN WITNESS WHEREOF, each of the undersigned has executed this Amendment the respective day and year set forth below:
| MAKER: | Creative Medical Technologies, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
| PAYEE: | Creative Medical Health, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
| CELZ: | Creative Medical Technology Holdings, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
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EXHIBIT A
8% Promissory Note dated February 2, 2016
[See Attached]
5
Exhibit 99.2
AMENDMENT TO 8% PROMISSORY NOTE
This Amendment to the 8% Promissory Note (this “Amendment”), dated effective April 11, 2018, is by, between, and among Creative Medical Technologies, Inc., a Nevada corporation (the “Borrower”), Creative Medical Health, Inc., a Delaware corporation (the “Holder”), and Creative Medical Technology Holdings, Inc. (“CELZ”). The Borrower, Holder, and CELZ will be referred to individually as a “Party” and collectively as the “Parties.” Any capitalized terms not defined in this Amendment will have the meaning set forth in the 8% Promissory Note dated May 1, 2016 issued by the Borrower to the Holder (the “Note”), attached hereto as Exhibit A.
RECITALS
WHEREAS, on May 1, 2016, the Borrower issued to Holder the Note;
WHEREAS, CELZ is not a party to the Note;
WHEREAS, the Note is not convertible into shares of Common Stock of CELZ; and
WHEREAS, the Parties hereto desire to make CELZ a party to the Note and to make the Note convertible into shares of Common Stock of the Borrower through amending the Note to add a conversion feature and conversion notice.
THEREFORE, in consideration of the foregoing recitals, mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as set forth below.
AGREEMENT
1. Additional Party. The Note is hereby amended so that, as amended, CELZ is a party to the Note.
2. Voluntary Conversion. The Note is hereby amended so that, as amended, the following section is added:
At any time after the issuance and until this Note is no longer outstanding, this Note shall be convertible, in whole or in part, into shares of Common Stock of Creative Medical Technology Holdings, Inc., a Nevada corporation and parent of Maker (“CELZ”) at the option of the Payee, at any time and from time to time. The Payee shall effect conversions by delivering to the Maker and CELZ a Notice of Conversion, the form of which is attached hereto as Annex A (a “Notice of Conversion”), specifying therein the principal amount of this Note to be converted and the date on which such conversion shall be effected (such date, the “Conversion Date”). If no Conversion Date is specified in a Notice of Conversion, the Conversion Date shall be the date that such Notice of Conversion is deemed delivered hereunder. No ink-original Notice of Conversion shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Conversion form be required. To effect conversions hereunder, the Payee shall not be required physically to surrender this Note to the Maker unless the entire principal amount of this Note, plus all accrued and unpaid interest thereon, has been so converted. Conversions hereunder shall have the effect of lowering the outstanding principal amount of this Note in an amount equal to the applicable conversion. The Payee and the Maker shall maintain records showing the principal amount(s) converted and the date of such conversion(s).
The conversion price in effect on any Conversion Date shall be one hundred and twenty percent (120%) of the volume weighted average price (“VWAP”) from March 1, 2018 until March 30, 2018 (the “Conversion Price”).
The number of Conversion Shares issuable upon a conversion hereunder shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of this Note to be converted by (y) the Conversion Price.
No fractional shares or scrip representing fractional shares shall be issued upon the conversion of this Note. As to any fraction of a share that the Payee would otherwise be entitled to purchase upon such conversion, the Maker shall at its election, either pay a cash adjustment in respect of such final fraction in an amount equal to such fraction multiplied by the Conversion Price or round up to the next whole share.
3. Conversion Notice. The Note is hereby amended so that, as amended, the following section is added:
Annex A
NOTICE OF CONVERSION
The undersigned hereby elects to convert principal under the 8% Promissory Note issued May 1, 2016 by Creative Medical Technologies, Inc., a Nevada corporation (the “Maker”), to Creative Medical Health, Inc, a Delaware corporation (the “Payee”), into shares of common stock (the “Common Stock”) of Creative Medical Technology Holdings, Inc., a Nevada corporation (“CELZ”), according to the conditions hereof as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by the Maker and CELZ in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any.
| Conversion calculations: | Date to Effect Conversion: ________________, 201__ | ||
| Principal Amount of Note to be Converted: $ ________________________ | |||
| Payment of Interest in Common Stock: __ yes __ no | |||
| If yes, $ ______of Interest Accrued on Account of Conversion at Issue. | |||
| Number of shares of Common Stock to be issued: ____________________ | |||
| Signature:___________________________________________________ | |||
| Name:_________________________________ | |||
| DWAC Instructions: | |||
| Broker Name, address, contact person, and telephone number: | |||
| ___________________________________________________________ | |||
| ___________________________________________________________ | |||
| ___________________________________________________________ | |||
| Broker DTC No: _______________________________________________ | |||
| Account No: ________________________________________________ | |||
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4. No Other Changes. Except as amended hereby, the Note will continue to be, and will remain, in full force and effect. Except as provided herein, this Amendment will not be deemed (i) to be a waiver of, or consent to, or a modification or amendment of, any other term or condition of the Note or (ii) to prejudice any right or rights which the Parties may now have or may have in the future under or in connection with the Note or any of the instruments or agreements referred to therein, as the same may be amended, restated, supplemented or otherwise modified from time to time.
5. Authority; Binding on Successors. The Parties represent that they each have the authority to enter into this Amendment. This Amendment will be binding on, and will inure to the benefit of, the Parties to it and their respective heirs, legal representatives, successors, and assigns.
6. Governing Law and Venue. This Amendment and the rights and duties of the Parties hereto will be construed and determined in accordance with the terms of the Note.
7. Incorporation by Reference. The terms of the Note, except as amended by this Amendment, are incorporated herein by reference and will form a part of this Amendment as if set forth herein in their entirety.
8. Counterparts; Facsimile Execution. This Amendment may be executed in any number of counterparts and all such counterparts taken together will be deemed to constitute one instrument. Delivery of an executed counterpart of this Amendment by facsimile or email will be equally as effective as delivery of a manually executed counterpart of this Amendment.
[Signature Page to Follow]
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IN WITNESS WHEREOF, each of the undersigned has executed this Amendment the respective day and year set forth below:
| MAKER: | Creative Medical Technologies, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
| PAYEE: | Creative Medical Health, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
| CELZ: | Creative Medical Technology Holdings, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
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EXHIBIT A
8% Promissory Note dated May 1, 2016
[See Attached]
5
Exhibit 99.3
AMENDMENT TO 8% PROMISSORY NOTE
This Amendment to the 8% Promissory Note (this “Amendment”), dated effective April 11, 2018, is by and between Creative Medical Technology Holdings, Inc., a Nevada corporation (the “Borrower”), and Creative Medical Health, Inc., a Delaware corporation (the “Holder”), The Borrower and Holder will be referred to individually as a “Party” and collectively as the “Parties.” Any capitalized terms not defined in this Amendment will have the meaning set forth in the 8% Promissory Note dated May 18, 2016 issued by the Borrower to the Holder (the “Note”), attached hereto as Exhibit A.
RECITALS
WHEREAS, on May 18, 2016, the Borrower issued to Holder the Note;
WHEREAS, the Note is not convertible into shares of Common Stock of the Borrower; and
WHEREAS, the Parties hereto desire to make the Note convertible into shares of Common Stock of the Borrower through amending the Note to add a conversion feature and conversion notice.
THEREFORE, in consideration of the foregoing recitals, mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as set forth below.
AGREEMENT
1. Voluntary Conversion. The Note is hereby amended so that, as amended, the following section is added:
At any time after the issuance and until this Note is no longer outstanding, this Note shall be convertible, in whole or in part, into shares of Common Stock of the Maker at the option of the Payee, at any time and from time to time. The Payee shall effect conversions by delivering to the Maker a Notice of Conversion, the form of which is attached hereto as Annex A (a “Notice of Conversion”), specifying therein the principal amount of this Note to be converted and the date on which such conversion shall be effected (such date, the “Conversion Date”). If no Conversion Date is specified in a Notice of Conversion, the Conversion Date shall be the date that such Notice of Conversion is deemed delivered hereunder. No ink-original Notice of Conversion shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Conversion form be required. To effect conversions hereunder, the Payee shall not be required physically to surrender this Note to the Maker unless the entire principal amount of this Note, plus all accrued and unpaid interest thereon, has been so converted. Conversions hereunder shall have the effect of lowering the outstanding principal amount of this Note in an amount equal to the applicable conversion. The Payee and the Maker shall maintain records showing the principal amount(s) converted and the date of such conversion(s).
The conversion price in effect on any Conversion Date shall be one hundred and twenty percent (120%) of the volume weighted average price (“VWAP”) from March 1, 2018 until March 30, 2018 (the “Conversion Price”).
The number of Conversion Shares issuable upon a conversion hereunder shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of this Note to be converted by (y) the Conversion Price.
No fractional shares or scrip representing fractional shares shall be issued upon the conversion of this Note. As to any fraction of a share that the Payee would otherwise be entitled to purchase upon such conversion, the Maker shall at its election, either pay a cash adjustment in respect of such final fraction in an amount equal to such fraction multiplied by the Conversion Price or round up to the next whole share.
2. Conversion Notice. The Note is hereby amended so that, as amended, the following section is added:
Annex A
NOTICE OF CONVERSION
The undersigned hereby elects to convert principal under the 8% Promissory Note issued May 18, 2016 by Creative Medical Technologies, Inc., a Nevada corporation (the “Maker”), to Creative Medical Health, Inc, a Delaware corporation (the “Payee”), into shares of common stock (the “Common Stock”) of Maker, according to the conditions hereof as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by the Maker in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any.
| Conversion calculations: | Date to Effect Conversion: ________________, 201__ | ||
| Principal Amount of Note to be Converted: $ ________________________ | |||
| Payment of Interest in Common Stock: __ yes __ no | |||
| If yes, $ ______of Interest Accrued on Account of Conversion at Issue. | |||
| Number of shares of Common Stock to be issued: ____________________ | |||
| Signature:___________________________________________________ | |||
| Name:_________________________________ | |||
| DWAC Instructions: | |||
| Broker Name, address, contact person, and telephone number: | |||
| ___________________________________________________________ | |||
| ___________________________________________________________ | |||
| ___________________________________________________________ | |||
| Broker DTC No: _______________________________________________ | |||
| Account No: ________________________________________________ | |||
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3. No Other Changes. Except as amended hereby, the Note will continue to be, and will remain, in full force and effect. Except as provided herein, this Amendment will not be deemed (i) to be a waiver of, or consent to, or a modification or amendment of, any other term or condition of the Note or (ii) to prejudice any right or rights which the Parties may now have or may have in the future under or in connection with the Note or any of the instruments or agreements referred to therein, as the same may be amended, restated, supplemented or otherwise modified from time to time.
4. Authority; Binding on Successors. The Parties represent that they each have the authority to enter into this Amendment. This Amendment will be binding on, and will inure to the benefit of, the Parties to it and their respective heirs, legal representatives, successors, and assigns.
5. Governing Law and Venue. This Amendment and the rights and duties of the Parties hereto will be construed and determined in accordance with the terms of the Note.
6. Incorporation by Reference. The terms of the Note, except as amended by this Amendment, are incorporated herein by reference and will form a part of this Amendment as if set forth herein in their entirety.
7. Counterparts; Facsimile Execution. This Amendment may be executed in any number of counterparts and all such counterparts taken together will be deemed to constitute one instrument. Delivery of an executed counterpart of this Amendment by facsimile or email will be equally as effective as delivery of a manually executed counterpart of this Amendment.
[Signature Page to Follow]
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IN WITNESS WHEREOF, each of the undersigned has executed this Amendment the respective day and year set forth below:
| MAKER: | Creative Medical Technologies, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
| PAYEE: | Creative Medical Health, Inc. | |
| Date: April 13, 2018 | By | /s/ Timothy Warbington |
| Timothy Warbington, CEO | ||
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EXHIBIT A
8% Promissory Note dated May 18, 2016
[See Attached]
5
Exhibit 99.4
Shareholder Update: Creative Medical Technology Holdings, Inc. Extinguishes Additional Debt With Affiliate Company Converting To Restricted Common Shares
PHOENIX, April 12, 2018 /PRNewswire/ – Creative Medical Technology Holdings, Inc. (OTCQB: CELZ) announced today that debt to affiliate company Creative Medical Health, Inc. in the amount of $136,003.00 is being converted to restricted common shares of stock in Creative Medical Technology Holdings, Inc.
“As we certainly have confidence in the fundamentals of Creative Medical Technology Holdings, Inc., in our stem cell technology and in the experience and ability of our network of doctors, scientists and our executives we have determined that this is a prudent action to eliminate additional debt and to continue to build shareholder value.
“We used the 30 day average VWAP (March 1-30, 2018) and added a premium of 20% to reach the conversion price of $0.0138 per share. Which is 9,855,290 restricted common shares of CELZ stock,” said Donald Dickerson, Chief Financial Officer of Creative Medical Technology Holdings, Inc.
“Although it’s not required to make disclosures on privately held companies, we believe it’s important that CELZ shareholders understand the relationship of the two companies. Creative Medical Health, Inc., founded in 2011, is a privately held biotechnology incubator company specializing in the very early stage development of stem cell technology and was the source of such issued patents as the erectile dysfunction and degenerative disc disease therapies owned by Creative Medical Technology Holdings, Inc. Creative Medical Health, Inc. takes stem cell technology from concept to issued patents, which in most cases is 5 to 10 years of research and patent prosecution. As our filings reflect, Creative Medical Health, Inc. is also a large shareholder in Creative Medical Technology Holdings, Inc.,” said Timothy Warbington, CEO of both Creative Medical Health, Inc. and Creative Medical Technology Holdings, Inc.
“As we’ve previously stated, we wish to extend our appreciation for the support of our shareholders, many of which have been vested in the company for several years and to new shareholders who have recently become acquainted with us. The Officers and Directors continue to work to build the fundamentals of the company with our cutting edge technologies.
“And as a reminder, May 18-20 we’ll be at the American Urological Association (AUA) conference at booth 5870 presenting our CaverstemTM erectile dysfunction technology. Our team is excited and ready to go!”
About Creative Medical Technology Holdings
Creative Medical Technology Holdings, Inc. is a commercial stage biotechnology company currently trading on the OTCQB under the ticker symbol CELZ. For further information about the company go to www.creativemedicaltechnology.com. For more information on our CaverstemTM procedure please go to www.caverstem.com.
Forward-Looking Statements
OTC Markets has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming clinical trials and laboratory results, marketing efforts, funding, etc. Forward-looking statements address future events and conditions and, therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. See the periodic and other reports filed by Creative Medical Technology Holdings, Inc. with the Securities and Exchange Commission and available on the Commission’s website at www.sec.gov.