1. Issuer's Identity CIK (Filer ID Number) Prev
Post# of 36537
(Total Views: 293)
Posted On: 09/11/2020 4:02:04 PM
1. Issuer's Identity
CIK (Filer ID Number) Previous Names
X None
Entity Type
0001059784
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)
Name of Issuer
GENEREX BIOTECHNOLOGY CORP
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
X Over Five Years Ago
Within Last Five Years (Specify Year)
Yet to Be Formed
2. Principal Place of Business and Contact Information
Name of Issuer
GENEREX BIOTECHNOLOGY CORP
Street Address 1 Street Address 2
10102 USA TODAY WAY
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
MIRAMAR FLORIDA 33025 416-364-2551
3. Related Persons
Last Name First Name Middle Name
Moscato Joseph
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer X Director Promoter
Clarification of Response (if Necessary):
CEO, President, and Chairman of the Board
Last Name First Name Middle Name
Ro Andrew
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Chief Investment Officer and Director
Last Name First Name Middle Name
Corrao Mark
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Financial Officer and Treasurer
Last Name First Name Middle Name
Thompson Terry
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Operating Officer
Last Name First Name Middle Name
Crisci Anthony
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Legal Officer
Last Name First Name Middle Name
Purcell Richard
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Executive Vice President of Research & Drug Development
Last Name First Name Middle Name
Terrell Jason
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Scientific Officer
Last Name First Name Middle Name
Eagle Craig
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
McGee Brian
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
Anderson James
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
Salvo Lawrence
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
Prioletti Mark
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
4. Industry Group
Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Hedge Fund
Private Equity Fund
Venture Capital Fund
Other Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
X Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other
5. Issuer Size
Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable
6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
Rule 504(b)(1) (not (i), (ii) or (iii))
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
Rule 505
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
7. Type of Filing
X New Notice Date of First Sale 2020-08-04 First Sale Yet to Occur
Amendment
8. Duration of Offering
Does the Issuer intend this offering to last more than one year?
Yes X No
9. Type(s) of Securities Offered (select all that apply)
X Equity Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
X Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)
10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No
Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor $0 USD
12. Sales Compensation
Recipient
Recipient CRD Number None
Dawson James Securities, Inc 130645
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
1 N. Federal Highway 5th Floor
City State/Province/Country ZIP/Postal Code
Boca Raton FLORIDA 33432
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States All States
Foreign/non-US
13. Offering and Sales Amounts
Total Offering Amount $ USD
or X Indefinite
Total Amount Sold $2,000,000 USD
Total Remaining to be Sold $ USD
or X Indefinite
Clarification of Response (if Necessary):
Common shares of the company's common stock and warrants were issued in a private placement, as disclosed on the issuer's Current Report on Form 8-K, filed with the SEC on August 7, 2020.
14. Investors
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
3
15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions $80,000 USD
Estimate
Finders' Fees $0 USD
Estimate
Clarification of Response (if Necessary):
Represents a Placement Agent Fee payable to Dawson James Securities, Inc.
16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
$0 USD
Estimate
Clarification of Response (if Necessary):
Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
In submitting this notice, each issuer named above is:
Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against it in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
Certifying that, if the issuer is claiming a Rule 505 exemption, the issuer is not disqualified from relying on Rule 505 for one of the reasons stated in Rule 505(b)(2)(iii) or Rule 506(d).
Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
Issuer Signature Name of Signer Title Date
GENEREX BIOTECHNOLOGY CORP /s/ Joseph Moscato Joseph Moscato CEO and President 2020-09-11
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA"
[Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.
CIK (Filer ID Number) Previous Names
X None
Entity Type
0001059784
X Corporation
Limited Partnership
Limited Liability Company
General Partnership
Business Trust
Other (Specify)
Name of Issuer
GENEREX BIOTECHNOLOGY CORP
Jurisdiction of Incorporation/Organization
DELAWARE
Year of Incorporation/Organization
X Over Five Years Ago
Within Last Five Years (Specify Year)
Yet to Be Formed
2. Principal Place of Business and Contact Information
Name of Issuer
GENEREX BIOTECHNOLOGY CORP
Street Address 1 Street Address 2
10102 USA TODAY WAY
City State/Province/Country ZIP/PostalCode Phone Number of Issuer
MIRAMAR FLORIDA 33025 416-364-2551
3. Related Persons
Last Name First Name Middle Name
Moscato Joseph
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer X Director Promoter
Clarification of Response (if Necessary):
CEO, President, and Chairman of the Board
Last Name First Name Middle Name
Ro Andrew
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Chief Investment Officer and Director
Last Name First Name Middle Name
Corrao Mark
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Financial Officer and Treasurer
Last Name First Name Middle Name
Thompson Terry
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Operating Officer
Last Name First Name Middle Name
Crisci Anthony
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Legal Officer
Last Name First Name Middle Name
Purcell Richard
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Executive Vice President of Research & Drug Development
Last Name First Name Middle Name
Terrell Jason
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: X Executive Officer Director Promoter
Clarification of Response (if Necessary):
Chief Scientific Officer
Last Name First Name Middle Name
Eagle Craig
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
McGee Brian
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
Anderson James
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
Salvo Lawrence
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
Last Name First Name Middle Name
Prioletti Mark
Street Address 1 Street Address 2
10102 USA Today Way
City State/Province/Country ZIP/PostalCode
Miramar FLORIDA 33025
Relationship: Executive Officer X Director Promoter
Clarification of Response (if Necessary):
Independent Director
4. Industry Group
Agriculture
Banking & Financial Services
Commercial Banking
Insurance
Investing
Investment Banking
Pooled Investment Fund
Hedge Fund
Private Equity Fund
Venture Capital Fund
Other Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
Yes No
Other Banking & Financial Services
Business Services
Energy
Coal Mining
Electric Utilities
Energy Conservation
Environmental Services
Oil & Gas
Other Energy
Health Care
Biotechnology
Health Insurance
Hospitals & Physicians
X Pharmaceuticals
Other Health Care
Manufacturing
Real Estate
Commercial
Construction
REITS & Finance
Residential
Other Real Estate
Retailing
Restaurants
Technology
Computers
Telecommunications
Other Technology
Travel
Airlines & Airports
Lodging & Conventions
Tourism & Travel Services
Other Travel
Other
5. Issuer Size
Revenue Range OR Aggregate Net Asset Value Range
No Revenues No Aggregate Net Asset Value
$1 - $1,000,000 $1 - $5,000,000
$1,000,001 - $5,000,000 $5,000,001 - $25,000,000
$5,000,001 - $25,000,000 $25,000,001 - $50,000,000
$25,000,001 - $100,000,000 $50,000,001 - $100,000,000
Over $100,000,000 Over $100,000,000
X Decline to Disclose Decline to Disclose
Not Applicable Not Applicable
6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
Rule 504(b)(1) (not (i), (ii) or (iii))
Investment Company Act Section 3(c)
Section 3(c)(1) Section 3(c)(9)
Section 3(c)(2) Section 3(c)(10)
Section 3(c)(3) Section 3(c)(11)
Section 3(c)(4) Section 3(c)(12)
Section 3(c)(5) Section 3(c)(13)
Section 3(c)(6) Section 3(c)(14)
Section 3(c)(7)
Rule 504 (b)(1)(i)
Rule 504 (b)(1)(ii)
Rule 504 (b)(1)(iii)
Rule 505
X Rule 506(b)
Rule 506(c)
Securities Act Section 4(a)(5)
7. Type of Filing
X New Notice Date of First Sale 2020-08-04 First Sale Yet to Occur
Amendment
8. Duration of Offering
Does the Issuer intend this offering to last more than one year?
Yes X No
9. Type(s) of Securities Offered (select all that apply)
X Equity Pooled Investment Fund Interests
Debt Tenant-in-Common Securities
X Option, Warrant or Other Right to Acquire Another Security Mineral Property Securities
X Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security Other (describe)
10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
Yes X No
Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor $0 USD
12. Sales Compensation
Recipient
Recipient CRD Number None
Dawson James Securities, Inc 130645
(Associated) Broker or Dealer X None
(Associated) Broker or Dealer CRD Number X None
None None
Street Address 1 Street Address 2
1 N. Federal Highway 5th Floor
City State/Province/Country ZIP/Postal Code
Boca Raton FLORIDA 33432
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States All States
Foreign/non-US
13. Offering and Sales Amounts
Total Offering Amount $ USD
or X Indefinite
Total Amount Sold $2,000,000 USD
Total Remaining to be Sold $ USD
or X Indefinite
Clarification of Response (if Necessary):
Common shares of the company's common stock and warrants were issued in a private placement, as disclosed on the issuer's Current Report on Form 8-K, filed with the SEC on August 7, 2020.
14. Investors
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
3
15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions $80,000 USD
Estimate
Finders' Fees $0 USD
Estimate
Clarification of Response (if Necessary):
Represents a Placement Agent Fee payable to Dawson James Securities, Inc.
16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
$0 USD
Estimate
Clarification of Response (if Necessary):
Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
In submitting this notice, each issuer named above is:
Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against it in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
Certifying that, if the issuer is claiming a Rule 505 exemption, the issuer is not disqualified from relying on Rule 505 for one of the reasons stated in Rule 505(b)(2)(iii) or Rule 506(d).
Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
Issuer Signature Name of Signer Title Date
GENEREX BIOTECHNOLOGY CORP /s/ Joseph Moscato Joseph Moscato CEO and President 2020-09-11
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA"
[Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority. 
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