0001021771-18-000073.txt : 20181121 0001021771-18-000073.hdr.sgml : 20181121 20181121154303 ACCESSION NUMBER: 0001021771-18-000073 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181120 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20181121 DATE AS OF CHANGE: 20181121 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BioRestorative Therapies, Inc. CENTRAL INDEX KEY: 0001505497 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 911835664 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-37603 FILM NUMBER: 181198155 BUSINESS ADDRESS: STREET 1: 40 MARCUS DRIVE CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: (631) 760-8100 MAIL ADDRESS: STREET 1: 40 MARCUS DRIVE CITY: MELVILLE STATE: NY ZIP: 11747 FORMER COMPANY: FORMER CONFORMED NAME: Stem Cell Assurance, Inc. DATE OF NAME CHANGE: 20101110 8-K 1 november202018-8k.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

___________________

FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report: November 20, 2018
(Date of earliest event reported)


BIORESTORATIVE THERAPIES, INC.
(Exact Name of Registrant as Specified in Charter)

Delaware
000-54402
91-1835664
(State or Other Jurisdiction of Incorporation)
(Commission File No.)
                               (IRS Employer Identification Number)

40 Marcus Drive, Melville, New York
    11747
(Address of Principal Executive Offices)
(Zip Code)


Registrant's telephone number, including area code: (631) 760-8100


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))


 
Item 1.01.
Entry into a Material Definitive Agreement.

On November 20, 2018, BioRestorative Therapies, Inc. (the "Company") and John M. Desmarais, a director and principal stockholder of the Company, agreed that the due date for the payment of a promissory note held by Mr. Desmarais in the principal amount of $175,000, together with interest thereon, has been extended from December 1, 2018 to December 31, 2019.  Concurrently, the Company agreed with a trust for which Mr. Desmarais and his wife serve as the trustees and which was established for the benefit of Mr. Desmarais' immediately family that the due date for the payment of a promissory note held by the trust in the principal amount of $500,000, together with interest thereon, has also been extended from December 1, 2018 to December 31, 2019.  In consideration of the note extensions by Mr. Desmarais and the trust, the Company agreed to reduce the exercise prices of certain warrants held by Mr. Desmarais for the purchase of an aggregate of 844,444 shares of common stock of the Company from $4.00 per share to $1.50 per share and to extend the expiration date of such warrants from December 31, 2018 to December 31, 2019.

 
 
 
 
 
 
 
 
 
                                                                                                           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.

 
 
 
Dated: November 21, 2018                                               BIORESTORATIVE THERAPIES, INC.


                                           By: /s/                                                                 
                                            Mark Weinreb
                                            Chief Executive Officer