UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Securities Exchange Act of 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On March 21, 2024, Annovis Bio, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an institutional investor (the “Buyer”). Pursuant to the terms of the Purchase Agreement, the Company has agreed to issue and sell to Investors an aggregate of 316,455 shares of Common Stock, 0.0001 par value per share (the “Common Shares”) at $9.48 per share for aggregate gross proceeds of $3,000,000.
Pursuant to the terms of the Purchase Agreement, if any Buyer sells (excluding short sales) any of the Common Shares to be issued to such Buyer pursuant to the Purchase Agreement to any other person, between the time of signing of the Purchase Agreement and closing of the transactions contemplated thereunder (the “Closing”), such Buyer shall automatically be deemed to be unconditionally bound to purchase, and the Company shall be deemed unconditionally bound to sell, such Common Shares to the Buyer. The Purchase Agreement further provides that, for a period of thirty days after Closing, the Company may not (i) issue any additional equity securities; (ii) amend or modify any of the Company’s warrants to purchase Common Stock; (iii) file a registration statement under the Securities Act of 1933, as amended, relating to securities that are not the Common Shares or (iv) enter into any variable rate transactions including any equity line of credit.
The Common Shares will be issued pursuant to a currently effective shelf registration statement on Form S-3 (Registration No. 333-276814), which was filed with the United States Securities and Exchange Commission on February 1, 2024, as amended on February 12, 2024 and was declared effective on February 12, 2024.
The parties anticipate that the Closing will occur as soon as possible after the satisfaction of all of the conditions to closing including, without limitation, the listing of the Common Shares on the NYSE.
The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, which is filed as Exhibit 10.1 to this Current Report and incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 10.2 | Securities Purchase Agreement, dated March 21, 2024 | |
| 104 | Cover Page Interactive Data File |
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.
| ANNOVIS BIO, INC. | ||
| Date: March 21, 2024 | By: |
/s/ Maria Maccecchini |
| Name: Maria Maccecchini | ||
| Title: President and Chief Executive Officer | ||