0001493152-22-001016.txt : 20220112 0001493152-22-001016.hdr.sgml : 20220112 20220112092630 ACCESSION NUMBER: 0001493152-22-001016 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220111 FILED AS OF DATE: 20220112 DATE AS OF CHANGE: 20220112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MILBY RANDY CENTRAL INDEX KEY: 0001360968 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41210 FILM NUMBER: 22525701 MAIL ADDRESS: STREET 1: 5 JACK LANE CITY: NEWARK STATE: DE ZIP: 19711 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hillstream BioPharma Inc. CENTRAL INDEX KEY: 0001861657 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 842642541 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1200 ROUTE 22 EAST CITY: BRIDGEWATER STATE: NJ ZIP: 08807 BUSINESS PHONE: 302-743-2995 MAIL ADDRESS: STREET 1: 245 MAIN STREET STREET 2: SUITE 204 CITY: CHESTER STATE: NJ ZIP: 07930 3 1 ownership.xml X0206 3 2022-01-11 0 0001861657 Hillstream BioPharma Inc. HILS 0001360968 MILBY RANDY C/O HILLSTREAM BIOPHARMA, INC. 1200 ROUTE 22 EAST, SUITE 2000 BRIDGEWATER NJ 08807 1 1 0 0 Chief Executive Officer Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D Convertible Note Common stock D On April 19, 2021, the Registrant issued the Reporting Person a note in the principal amount of $25,000. The note matures upon the earlier of (i) April 19, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On April 30, 2021, the Registrant issued the Reporting Person a note in the principal amount of $35,000. The note matures upon the earlier of (i) April 30, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On May 10, 2021, the Registrant issued the Reporting Person a note in the principal amount of $10,000. The note matures upon the earlier of (i) May 10, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On May 15, 2021, the Registrant issued the Reporting Person a note in the principal amount of $35,750. The note matures upon the earlier of (i) May 15, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On May 25, 2021, the Registrant issued the Reporting Person a note in the principal amount of $90,000. The note matures upon the earlier of (i) May 25, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On May 29, 2021, the Registrant issued the Reporting Person a note in the principal amount of $88,000. The note matures upon the earlier of (i) May 29, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On June 14, 2021, the Registrant issued the Reporting Person a note in the principal amount of $59,990. The note matures upon the earlier of (i) June 14, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On June 22, 2021, the Registrant issued the Reporting Person a note in the principal amount of $30,000. The note matures upon the earlier of (i) June 22, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On July 16, 2021, the Registrant issued the Reporting Person a note in the principal amount of $70,000. The note matures upon the earlier of (i) July 17, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On July 28, 2021, the Registrant issued the Reporting Person a note in the principal amount of $110,000. The note matures upon the earlier of (i) July 28, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On August 13, 2021, the Registrant issued the Reporting Person a note in the principal amount of $82,500. The note matures upon the earlier of (i) August 13, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On October 14, 2021, the Registrant issued the Reporting Person a note in the principal amount of $30,250. The note matures upon the earlier of (i) October 14, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On November 12, 2021, the Registrant issued the Reporting Person a note in the principal amount of $99,000. The note matures upon the earlier of (i) November 12, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. On December 15, 2021, the Registrant issued the Reporting Person a note in the principal amount of $99,000. The note matures upon the earlier of (i) December 15, 2024 and (ii) the closing of the Next Equity Financing (as defined therein). The principal amount of the note together with accrued interest thereon shall automatically convert into the type of Equity Securities (as defined therein) issued in the Next Equity Financing. The number of Equity Securities to be issued upon conversion of the note shall be equal to the quotient obtained by dividing the outstanding principal amount of the note together with interest accrued thereon by the lesser of (i) 80% of the price paid per Equity Security in the Next Equity Financing and (ii) an equity valuation of the Registrant of $50 million. This is the third of the three Form 3s. /s/ Randy Milby 2022-01-12