Bio-Path Holdings Enters Definitive Agreement, Discloses Equity Sales

TL;DR

Bio-Path Holdings signed a deal and sold stock, filing details today.

AI Summary

Bio-Path Holdings, Inc. announced on June 3, 2024, that it entered into a material definitive agreement. The company also disclosed unregistered sales of equity securities and provided financial statements and exhibits. The specific details of the agreement and the equity sales were not elaborated upon in the provided text.

Why It Matters

This filing indicates significant corporate activity, including a new material agreement and equity transactions, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing mentions a material definitive agreement and unregistered sales of equity, which can introduce financial and operational risks depending on the specifics not detailed here.

Key Players & Entities

• BIO-PATH HOLDINGS, INC. (company) — Registrant
• June 3, 2024 (date) — Earliest event reported

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share BPTH The Nasdaq Capital M
• $2 — ck and accompanying Common Warrants was $2.21, and the purchase price of each Pre-
• $2.209 — nt and accompanying Common Warrants was $2.209. The Common Warrants are exercisable i
• $2.00 — y upon issuance at an exercise price of $2.00 per share. The Series A Warrants will e
• $4.0 m — he Private Placement were approximately $4.0 million, before deducting placement agent
• $2.7625 — mon Stock at an exercise price equal to $2.7625 per share. Upon any exercise for cash o

Filing Documents

• tm2416484d1_8k.htm (8-K) — 38KB
• tm2416484d1_ex4-1.htm (EX-4.1) — 102KB
• tm2416484d1_ex4-2.htm (EX-4.2) — 100KB
• tm2416484d1_ex4-3.htm (EX-4.3) — 99KB
• tm2416484d1_ex4-4.htm (EX-4.4) — 101KB
• tm2416484d1_ex10-1.htm (EX-10.1) — 246KB
• tm2416484d1_ex10-2.htm (EX-10.2) — 140KB
• tm2416484d1_ex99-1.htm (EX-99.1) — 11KB
• tm2416484d1_ex99-1img01.jpg (GRAPHIC) — 7KB
• 0001104659-24-068736.txt ( ) — 1213KB
• bpth-20240603.xsd (EX-101.SCH) — 3KB
• bpth-20240603_lab.xml (EX-101.LAB) — 33KB
• bpth-20240603_pre.xml (EX-101.PRE) — 22KB
• tm2416484d1_8k_htm.xml (XML) — 4KB

01 Entry into

Item 1.01 Entry into a Material Definitive Agreement. On June 3, 2024, Bio-Path Holdings, Inc. (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with an institutional investor (the "Purchaser") for the issuance and sale in a private placement (the "Private Placement") of (i) 180,000 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), (ii) pre-funded warrants to purchase up to 1,629,955 shares of Common Stock (the "Pre-Funded Warrants"), (iii) series A warrants to purchase up to 1,809,955 shares of Common Stock (the "Series A Warrants"), and (iv) series B warrants to purchase up to 1,809,955 shares of Common Stock (the "Series B Warrants" and together with the Series A Warrants, the "Common Warrants"). The purchase price of each share of Common Stock and accompanying Common Warrants was $2.21, and the purchase price of each Pre-Funded Warrant and accompanying Common Warrants was $2.209. The Common Warrants are exercisable immediately upon issuance at an exercise price of $2.00 per share. The Series A Warrants will expire five years from the date of issuance and the Series B Warrants will expire twenty-four months from the date of issuance. The Pre-Funded Warrants are exercisable immediately upon issuance at an exercise price of $0.001 per share and may be exercised at any time until the Pre-Funded Warrants are exercised in full. A holder of Pre-Funded Warrants or Common Warrants (together with its affiliates) may not exercise any portion of such warrants to the extent that the holder would own more than 4.99% (or, at the election of the holder 9.99%) of the Company's outstanding Common Stock immediately after exercise. In connection with the Private Placement, the Company entered into a registration rights agreement (the "Registration Rights Agreement"), dated as of June 3, 2024, with the Purchaser, pursuant to which the Company agreed to prepare and file a registration statement with the Se

02 Unregistered Sales of Equity

Item 3.02 Unregistered Sales of Equity Securities. The information contained above in Item 1.01 regarding the shares of Common Stock, Pre-Funded Warrants, Common Warrants, Placement Agent Warrants and Warrant Shares is hereby incorporated by reference into this Item 3.02.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On June 4, 2024, the Company issued a press release regarding the pricing of the Private Placement. A copy of such press release is attached hereto as Exhibit 99.1.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit Number Description 4.1 Form of Pre-Funded Warrant 4.2 Form of Series A Warrant 4.3 Form of Series B Warrant 4.4 Form of Placement Agent Warrant 10.1 Form of Securities Purchase Agreement 10.2 Form of Registration Rights Agreement 99.1 Press Release, dated June 4, 2024 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized. BIO-PATH HOLDINGS, INC. Dated: June 5, 2024 By: /s/ Peter H. Nielsen Peter H. Nielsen President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR