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Subsequent Events
6 Months Ended
Jun. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events

NOTE 11 – SUBSEQUENT EVENTS

 

Maida Appointment

 

Effective July 7, 2020, Dr. Maida was appointed as the Chief Clinical Officer for the Company. The Company and Dr. Maida are in discussions to formalize his employment agreement. Until such time, the consulting agreement with Dr. Maida shall continue to prevail.

 

Private Placement through JH Darbie & Co., Inc.

 

On July 23, 2020, the Company entered into subscription agreements with certain accredited investors (each individually a “2020 Subscription Agreement”, and collectively, the “2020 Subscription Agreements”), whereby Mateon issued and sold a total of 40 units (each individually, a “Unit” and collectively, the “Units”), with each Unit consisting of (i) 25,000 shares of the common stock of EdgePoint AI, par value $0.01 per share (“Edgepoint Common Stock”), a division of the Company, for a price of $1.00 per share of Edgepoint Common Stock; (ii) one convertible promissory note issued by Mateon (the “2020 Financing Note”), convertible into up to 25,000 shares of EdgePoint Common Stock at a conversion price of $1.00 per share, or up to 138,889 shares of Mateon’s Common Stock, at a conversion price of $0.18 per share; and (iii) 100,000 warrants (the “2020 Warrants”), consisting of (a) 50,000 warrants to purchase an equivalent number of shares of EdgePoint Common Stock at $1.00 per share (the “2020 Edgepoint Warrant”), and (b) 50,000 warrants to purchase an equivalent number of shares of Mateon’s Common Stock at $0.20 per share (the “2020 Mateon Warrants”) (the sale of Units is, the “2020 Financing”). Further, the Company sold an additional 10 Units on August 7, 2020 at the same terms as mentioned above.

 

Thus far, the 2020 Financing resulted in gross proceeds of $2,500,000 to the Company. Placement agent fees of $321,000 were paid to JH Darbie. JH Darbie and the Company are parties to a placement agent agreement, dated February 25, 2020 pursuant to which DH Darbie has the right to sell a minimum of 40 Units and a maximum of 100 Units on a best efforts basis. The issuance and sale of the Units on July 23, 2020 represented the first tranche of the 2020 Financing and the sale of the Unites on August 6, 2020 represented the second tranche of the 2020 financing.

 

Consent Solicitation

 

On June 25, 2020, the Company commenced a solicitation of shareholder consents (the “Consent Solicitation”), pursuant to a consent solicitation statement (the “Consent Solicitation Statement”), to the holders (the “Stockholders”) of its Common Stock and Series A Convertible Preferred Stock.  The deadline for Stockholders to respond to the Consent Solicitation Statement was August 10, 2020 at 5:00 PM.  Pursuant to the Consent Solicitation Statement, the following actions were approved by the written consent of the requisite number of Stockholders:

 

  (1) changing the name of the Company to “Oncotelic, Inc.” and to changing the Company’s ticker symbol (the “Name Change”);
     
  (2) amending the Company’s Amended and Restated 2015 Equity Incentive Plan to increase the number of shares of Common Stock available for issuance from 7.25 million shares to 27.25 million shares, and increasing the maximum number of stock awards that may be issued in any fiscal year from 500,000 to 1,000,000 shares (the “Plan Amendment”);
     
  (3) increasing the authorized number of shares of Common Stock from 150,000,000 to 750,000,000 (the “Capital Increase”); and
     
  (4) amending and restating the certificate of incorporation for the Company to give effect to the Name Change, Capital Increase and forum selection provision.

 

The Company will file the Current Report on Form 8-K to declare the voting results on or before the due date of filing such report.