Applied DNA Sciences Files 8-K: Material Agreement & Equity Sale

TL;DR

APDN filed an 8-K for a material agreement and unregistered equity sale on Oct 30th.

AI Summary

Applied DNA Sciences, Inc. entered into a Material Definitive Agreement on October 30, 2024, related to the unregistered sale of equity securities. The company also issued a Regulation FD disclosure and filed financial statements and exhibits. Specific details of the agreement and the financial implications were not fully disclosed in the provided text.

Why It Matters

This filing indicates a significant corporate action involving a definitive agreement and the sale of equity securities, which could impact the company's financial structure and stock.

Risk Assessment

Risk Level: medium — The filing involves a material definitive agreement and unregistered sales of equity, which can introduce financial and regulatory risks.

Key Players & Entities

• Applied DNA Sciences, Inc. (company) — Registrant
• October 30, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value APDN The Nasdaq Stock Mar
• $0.32 — ries C Warrant and Series D Warrant was $0.32 and the purchase price for each Pre-Fun
• $0.3199 — ries C Warrant and Series D Warrant was $0.3199. Craig-Hallum Capital Group LLC ("Craig
• $6.5 million — ayable by the Company, of approximately $6.5 million. The Offering is expected to close on
• $100,000 — mited to legal fees, up to a maximum of $100,000. The Company also agreed to issue to th
• $0.0001 — nded Warrants have an exercise price of $0.0001 per share and are immediately exercisab
• $0.0634 — eries D Warrants, subject to a floor of $0.0634. The Series Warrants and the shares of
• $0.20 — rant Amendment) shall not be lower than $0.20; and Revise the definition of "Materi

Filing Documents

• tm2427064d1_8k.htm (8-K) — 57KB
• tm2427064d1_ex4-1.htm (EX-4.1) — 98KB
• tm2427064d1_ex4-2.htm (EX-4.2) — 109KB
• tm2427064d1_ex4-3.htm (EX-4.3) — 114KB
• tm2427064d1_ex4-4.htm (EX-4.4) — 116KB
• tm2427064d1_ex5-1.htm (EX-5.1) — 14KB
• tm2427064d1_ex10-1.htm (EX-10.1) — 242KB
• tm2427064d1_ex10-2.htm (EX-10.2) — 19KB
• tm2427064d1_ex10-3.htm (EX-10.3) — 6KB
• tm2427064d1_ex99-1.htm (EX-99.1) — 15KB
• tm2427064d1_ex5-1img001.jpg (GRAPHIC) — 10KB
• tm2427064d1_ex5-1img002.jpg (GRAPHIC) — 3KB
• tm2427064d1_ex99-1img001.jpg (GRAPHIC) — 24KB
• 0001104659-24-112750.txt ( ) — 1212KB
• apdn-20241030.xsd (EX-101.SCH) — 3KB
• apdn-20241030_lab.xml (EX-101.LAB) — 33KB
• apdn-20241030_pre.xml (EX-101.PRE) — 22KB
• tm2427064d1_8k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. Registered Direct Offering and Concurrent Private Placement On October 30, 2024, Applied DNA Sciences, Inc. ("Company") entered into a securities purchase agreement (the "Purchase Agreement") with certain institutional investors (each, a "Purchaser" and, collectively, the "Purchasers"), pursuant to which the Company agreed to issue and sell, (i) in a registered direct public offering (the "Registered Direct Offering") of 19, 247,498 shares ("Shares") of the Company's common stock, par value $0.001 ("Common Stock") and pre-funded warrants ("Pre-Funded Warrants") to purchase up to 1,065,002 shares of Common Stock, and (ii) in a concurrent private placement (the "Private Placement", and together with the Registered Direct Offering the "Offering"), unregistered Series C Common Stock Purchase Warrants ("Series C Warrants") to purchase up to 20,312,500 shares of Common Stock and unregistered Series D Common Stock Purchase Warrants ("Series D Warrants", and together with the Series C Warrants, the "Series Warrants", and, together with the Pre-Funded Warrants and the Series C Warrants, the "Warrants") to purchase up to 20,312,500 shares of Common Stock. The purchase price for each Share and accompany Series C Warrant and Series D Warrant was $0.32 and the purchase price for each Pre-Funded Warrant and accompanying Series C Warrant and Series D Warrant was $0.3199. Craig-Hallum Capital Group LLC ("Craig-Hallum" or the "Placement Agent") acted as placement agent in connection with the Offering. The Company expects to receive gross proceeds from the Offering, before deducting placement agent fees and other estimated offering expenses payable by the Company, of approximately $6.5 million. The Offering is expected to close on or about October 31, 2024, subject to satisfaction of customary closing conditions. The Offering of the Shares and the Pre-Funded Warrants (and the shares of Common Stock issuable upon the exerci

02

Item 3.02 Unregistered Sales of Equity Securities. The information contained in Item 1.01 of this Current Report on Form 8-K in relation to the Series Warrants and the shares of common stock underlying such warrants is incorporated herein by reference.

01

Item 7.01 Regulation FD Disclosure. On October 30, 2024, the Company issued a press release announcing the Offering, as described above in Item 1.01 of this Current Report on Form 8-K. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 7.01 by reference. This information is not deemed to be "filed" for the purposes of Section 18 of the Exchange Act and is not incorporated by reference into any Securities Act registration statements.

Financial Statements and Exhibits

Financial Statements and Exhibits. ( d) Exhibits 4.1 Form of Pre-Funded Warrant. 4.2 Form of Series C Common Stock Purchase Warrant 4.3 Form of Series D Common Stock Purchase Warrant 4.4 Form of Placement Agent Warrant 5.1 Opinion McDermott Will & Emery LLP. 1 0.1 Form of Securities Purchase Agreement, dated Oc tober 30, 2024, by and between Applied DNA Sciences, Inc. and the parties thereto. 10.2 Form of Warrant Amendment 10.3 Waiver of Negative Covenant 99.1 Press Release dated October 30, 2024. 104 Cover Page Interactive Data File (formatted in Inline XBRL). 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: October 30, 2024 APPLIED DNA SCIENCES, INC. By: /s/ James A. Hayward Name: James A. Hayward Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR