Form 8-K for COATES INTERNATIONAL LTD \DE\ O
Post# of 3605
Posted On: 06/23/2015 8:59:08 PM
Form 8-K for COATES INTERNATIONAL LTD \DE\
On June 23, 2015, the Registrant entered into an equity purchase agreement (the "EP Agreement"
with Southridge Partners II LP, a Delaware limited partnership ("Southridge". Pursuant to the terms of the EP Agreement, Southridge shall commit to purchase up to Twenty Million ($20,000,000) Dollars of the Registrant's Common Stock over the course of thirty-six (36) months. The purchase price for the shares of common stock shall be equal to 94% of the lowest volume weighted average price ("VWAP" of the stock on the ten trading days that comprise the defined pricing period. The Registrant is entitled exercise a Put to Southridge by delivering a Put Notice, which requires Southridge to remit the dollar amount stated in the Put Notice at the end of the pricing period, provided, however, that for each day during the pricing period, if any, that the daily VWAP of the Registrant's common stock falls 25% or more below the Floor Price, as hereinafter defined, then the dollar amount of the Put shall be reduced by 10% for each such day. The Registrant may stipulate a Floor Price below which, no shares of common stock may be sold by Southridge, however, the Floor price shall not be lower than the lowest daily VWAP during the ten trading days preceding the date of the Put Notice.
On June 23, 2015, the Registrant also entered into a registration rights agreement (the "Registration Rights Agreement" with Southridge. Pursuant to the terms of the Registration Rights Agreement, the Registrant is obligated to file a registration statement with the Securities and Exchange Commission ("SEC" covering 205,000,000 shares of Common Stock underlying the EP Agreement within 120 days. In addition, the Registrant is obligated to use all commercially reasonable efforts to have the registration statement declared effective by the SEC within 5 business days after the notification from the SEC that the Registration Statement may be declared effective.
Copies of the EP Agreement and Registration Rights Agreement are filed as Exhibits 10.1 and 10.2 respectively, to this Form 8-K. The description of the transactions contemplated by these agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the documents filed as exhibits hereto and incorporated herein by reference.
A press release announcing these agreements has been filed as an exhibit to this Form 8-K.
On June 23, 2015, the Registrant entered into an equity purchase agreement (the "EP Agreement"
with Southridge Partners II LP, a Delaware limited partnership ("Southridge". Pursuant to the terms of the EP Agreement, Southridge shall commit to purchase up to Twenty Million ($20,000,000) Dollars of the Registrant's Common Stock over the course of thirty-six (36) months. The purchase price for the shares of common stock shall be equal to 94% of the lowest volume weighted average price ("VWAP" of the stock on the ten trading days that comprise the defined pricing period. The Registrant is entitled exercise a Put to Southridge by delivering a Put Notice, which requires Southridge to remit the dollar amount stated in the Put Notice at the end of the pricing period, provided, however, that for each day during the pricing period, if any, that the daily VWAP of the Registrant's common stock falls 25% or more below the Floor Price, as hereinafter defined, then the dollar amount of the Put shall be reduced by 10% for each such day. The Registrant may stipulate a Floor Price below which, no shares of common stock may be sold by Southridge, however, the Floor price shall not be lower than the lowest daily VWAP during the ten trading days preceding the date of the Put Notice. On June 23, 2015, the Registrant also entered into a registration rights agreement (the "Registration Rights Agreement"
with Southridge. Pursuant to the terms of the Registration Rights Agreement, the Registrant is obligated to file a registration statement with the Securities and Exchange Commission ("SEC" covering 205,000,000 shares of Common Stock underlying the EP Agreement within 120 days. In addition, the Registrant is obligated to use all commercially reasonable efforts to have the registration statement declared effective by the SEC within 5 business days after the notification from the SEC that the Registration Statement may be declared effective. Copies of the EP Agreement and Registration Rights Agreement are filed as Exhibits 10.1 and 10.2 respectively, to this Form 8-K. The description of the transactions contemplated by these agreements does not purport to be complete and is qualified in its entirety by reference to the full text of the documents filed as exhibits hereto and incorporated herein by reference.
A press release announcing these agreements has been filed as an exhibit to this Form 8-K.
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