UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On May 28, 2024, Biotricity Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”) entered into an amendment (the “Amendment”) to that certain At The Market Offering Agreement, dated March 22, 2022, between the Company and Wainwright, as sales agent, pursuant to which the Company may sell shares of its common stock (the “Shares”), from time to time through Wainwright. Among other things, the Amendment gives effect to the Company’s filing of a new registration statement on Form S-3 (File No. 333-279226) filed with the Securities and Exchange Commission on May 8, 2024, and declared effective on May 15, 2024 (the “New Registration Statement”), as supplemented by a prospectus supplement dated May 28, 2024, in connection with the offer and sale of an aggregate offering amount of $2,684,644 of Shares. The Shares will be issued pursuant to the New Registration Statement.
The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
In connection with the filing of the Amendment, the Company is also filing the opinion of Sichenzia Ross Ference Carmel LLP regarding the legality of the Shares as Exhibit 5.1.
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Item 9.01 Financial statements and Exhibits
| (d) | Exhibits. |
Exhibit Number |
Description | |
| 5.1 | Opinion of Sichenzia Ross Ference Carmel LLP | |
| 10.1 | Amendment to the At The Market Offering Agreement, dated May 28, 2024, between Biotricity Inc., and H.C. Wainwright & Co., LLC | |
| 23.1 | Consent of Sichenzia Ross Ference Carmel LLP (included in Exhibit 5.1) | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
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.
Date: May 28, 2024
| BIOTRICITY INC. | ||
| By: | /s/ Waqaas Al-Siddiq | |
| Waqaas Al-Siddiq | ||
| Chief Executive Officer | ||
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