Applied DNA Sciences Enters Material Definitive Agreement

TL;DR

APDN signed a big deal, details to come.

AI Summary

Applied DNA Sciences, Inc. announced on April 16, 2024, that it entered into a Material Definitive Agreement. The company also reported on modifications to the rights of its security holders and filed financial statements and exhibits. Specific details of the agreement and its financial implications were not provided in this initial filing.

Why It Matters

This filing indicates a significant new contract or partnership for Applied DNA Sciences, which could impact its future revenue and operations.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce significant opportunities or risks depending on the terms, which are not yet fully disclosed.

Key Players & Entities

• Applied DNA Sciences, Inc. (company) — Registrant
• April 16, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 001-36745 (commission_file_number) — SEC File Number

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value APDN The Nasdaq Stock Mar
• $1.29 — lders with exercise prices ranging from $1.29 to $4.00 per warrant, to $0.609 per War
• $4.00 — h exercise prices ranging from $1.29 to $4.00 per warrant, to $0.609 per Warrant. The
• $0.609 — ing from $1.29 to $4.00 per warrant, to $0.609 per Warrant. The Company also agreed to

Filing Documents

• tm2412291d1_8k.htm (8-K) — 42KB
• tm2412291d1_ex10-1.htm (EX-10.1) — 13KB
• tm2412291d1_ex10-2.htm (EX-10.2) — 18KB
• 0001104659-24-049449.txt ( ) — 249KB
• apdn-20240416.xsd (EX-101.SCH) — 3KB
• apdn-20240416_lab.xml (EX-101.LAB) — 33KB
• apdn-20240416_pre.xml (EX-101.PRE) — 22KB
• tm2412291d1_8k_htm.xml (XML) — 3KB

From the Filing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 16, 2024 Applied DNA Sciences, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36745 59-2262718 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 50 Health Sciences Drive Stony Brook , New York 11790 (Address of principal executive offices; zip code) Registrant's telephone number, including area code: 631 - 240-8800 N/A (Former name or former address, if changed since last report) 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)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.001 par value APDN The Nasdaq Stock Market Item 1.01 Entry into a Material Definitive Agreement On April 15, 2024, Applied DNA Sciences, Inc. (the "Company") held a special meeting of stockholders, at which the stockholders' approved the Company entering into the Warrant Amendments (as defined below). On April 16, 2024, the Company entered into amendments to certain outstanding warrants ("Warrants") to purchase shares of the Company's common stock, par value $0.001 per share (the "Common Stock") with certain holders (the "Holders") of an aggregate of 3,113,213 Warrants comprised of (i) 2,655,400 Warrants held directly by certain Holders (the "Purchase Warrant Amendment") and (ii) 457,813 Warrants held in book-entry form with the Company's transfer agent (the "Book-Entry Warrant Amendment", and, with the Purchase Warrant Amendment, the "Warrant Amendments"). The Book-Entry Warrant Amendment was entered into by the Holders of the required number of Warrants for an amendment of such warrants. Pursuant to the Warrant Amendments, the Holders agreed to reduce the exercise price of the Warrants, which were previously issued to the Holders with exercise prices ranging from $1.29 to $4.00 per warrant, to $0.609 per Warrant. The Company also agreed to extend the expiration date for the Warrants to August 9, 2028. Further information about the original terms of the Warrants are below: Investor Warrants Outstanding Original Issue Date Original Expiration Date Original Exercise Price Dillon Hill Investment Co. LLC 59,000 10/7/2020 10/7/2025 $ 1.51 Dillon Hill Capital LLC 100,000 10/7/2020 10/7/2025 $ 1.51 Dillon Hill Investment Co. LLC 50,000 12/9/2020 12/8/2025 $ 1.31 Dillon Hill Investment Co. LLC 50,000 12/10/2020 12/9/2025 $ 1.29 Dillon Hill Investment Co. LLC* 198,739 11/15/2019 11/15/2024 $ 1.47 Dillon Hill Capital LLC* 201,000 11/15/2019 11/15/2024 $ 1.47 Various Investors* 58,074 11/15/2019 11/15/2024 $ 1.47 Armistice Capital Master Fund Ltd. 1,496,400 2/24/2022 8/24/2027 $ 2.84 Armistice Capital Master Fund Ltd. 900,000 8/8/2022 8/9/2027 $ 4.00 *Denotes Warrants held in book-entry form with the Company's transfer agent The foregoing summaries of the Warrant Amendments do not purport to be complete and are subject to, and qualified in their entirety by, the forms of such documents attached as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K, which are incorporated herein by reference. Item 3.03. Material Modifications to Rights of Securityholders. The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Form of Purchase Warrant Amendment 10.2 Form of Book-Entry Warrant Amendment 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securitie

View Full Filing

View this 8-K filing on SEC EDGAR