0001326110-24-000009.txt : 20240103
0001326110-24-000009.hdr.sgml : 20240103
20240103215311
ACCESSION NUMBER: 0001326110-24-000009
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20231229
FILED AS OF DATE: 20240103
DATE AS OF CHANGE: 20240103
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SOON-SHIONG PATRICK
CENTRAL INDEX KEY: 0001189020
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37507
FILM NUMBER: 24509666
MAIL ADDRESS:
STREET 1: 9922 JEFFERSON BOULEVARD
CITY: CULVER CITY
STATE: CA
ZIP: 90232
FORMER NAME:
FORMER CONFORMED NAME: SOON SHIONG PATRICK
DATE OF NAME CHANGE: 20020912
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Nant Capital, LLC
CENTRAL INDEX KEY: 0001675758
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37507
FILM NUMBER: 24509665
BUSINESS ADDRESS:
BUSINESS PHONE: 310-836-6400
MAIL ADDRESS:
STREET 1: 9922 JEFFERSON BOULEVARD
CITY: CULVER CITY
STATE: CA
ZIP: 90232
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ImmunityBio, Inc.
CENTRAL INDEX KEY: 0001326110
STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836]
ORGANIZATION NAME: 03 Life Sciences
IRS NUMBER: 431979754
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3530 JOHN HOPKINS COURT
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
BUSINESS PHONE: (844) 696-5235
MAIL ADDRESS:
STREET 1: 3530 JOHN HOPKINS COURT
CITY: SAN DIEGO
STATE: CA
ZIP: 92121
FORMER COMPANY:
FORMER CONFORMED NAME: NantKwest, Inc.
DATE OF NAME CHANGE: 20150713
FORMER COMPANY:
FORMER CONFORMED NAME: Conkwest, Inc.
DATE OF NAME CHANGE: 20140416
FORMER COMPANY:
FORMER CONFORMED NAME: ZelleRx Corp
DATE OF NAME CHANGE: 20050504
4
1
wk-form4_1704336782.xml
FORM 4
X0508
4
2023-12-29
0
0001326110
ImmunityBio, Inc.
IBRX
0001189020
SOON-SHIONG PATRICK
C/O IMMUNITYBIO, INC.
3530 JOHN HOPKINS COURT
SAN DIEGO
CA
92121
1
1
1
0
See remarks
0001675758
Nant Capital, LLC
450 DULEY ROAD
EL SEGUNDO
CA
90245
0
0
1
0
0
Amended and Restated Promissory Note
8.27
2023-12-29
4
J
0
380000000
380000000
A
2023-12-29
2025-12-31
Common Stock
380000000
I
See footnote
Convertible Promissory Note
2.28
2023-12-29
4
J
0
30000000
30000000
A
2023-05-12
2025-12-31
Common Stock
30000000
I
See footnote
On December 29, 2023, in connection with the Issuer entering into a Revenue Interest Purchase Agreement with Infinity SA LLC, an affiliate of Oberland Capital Management LLC, as collateral agent and administrative agent for the purchasers party thereto (the "RIPA"), the Issuer and Nant Capital, LLC ("Nant Capital") entered into an Amended and Restated Promissory Note pursuant to which the Issuer and Nant Capital agreed to extend the maturity dates of certain existing promissory notes held by Nant Capital from December 31, 2024 to December 31, 2025, and to allow Nant Capital, in its sole discretion, to convert up to an aggregate of $380 million of principal, plus accrued and unpaid interest thereon, into shares of Issuer's Common Stock at a price per share equal to $8.27.
Amended and Restated Promissory Note, dated as of December 29, 2023, held by Nant Capital, an investment vehicle of the reporting person.
In connection with the RIPA, the Issuer entered into a letter agreement, dated as of December 29, 2023, pursuant to which the Issuer and Nant Capital agreed to extend the maturity date of an existing convertible promissory note with an aggregate principal amount of approximately $30 million held by Nant Capital from December 31, 2023, as previously reported in the Form 4 filed May 16, 2023, to December 31, 2025. Nant Capital has the right at any time, at its sole option, to convert the entire outstanding principal amount and accrued and unpaid interest due under such note at the time of conversion into shares of the Issuer's Common Stock at a price of $2.28 per share.
Convertible Promissory Note, dated as of March 31, 2023, as amended, held by Nant Capital, an investment vehicle of the reporting person.
Executive Chairman, Global Chief Scientific and Medical Officer
/s/ Patrick Soon-Shiong
2024-01-03
/s/ Charles Kenworthy, Manager of Nant Capital
2024-01-03