Humacyte, Inc. Enters Material Definitive Agreement

TL;DR

Humacyte just signed a big deal, could be good news.

AI Summary

On September 24, 2024, Humacyte, Inc. entered into a material definitive agreement. The company, formerly known as Alpha Healthcare Acquisition Corp. until July 16, 2020, is incorporated in Delaware and operates in the biological products sector.

Why It Matters

This filing indicates a significant new agreement for Humacyte, Inc., which could impact its business operations and financial standing.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new risks and opportunities that are not yet fully understood.

Key Players & Entities

• Humacyte, Inc. (company) — Registrant
• Alpha Healthcare Acquisition Corp. (company) — Former company name
• September 24, 2024 (date) — Date of earliest event reported
• July 16, 2020 (date) — Date of name change

FAQ

Key Financial Figures

• $0.0001 — h registered Common Stock, par value $0.0001 per share HUMA The Nasdaq Stock Mar
• $11.50 — of Common Stock at an exercise price of $11.50 HUMAW The Nasdaq Stock Market LLC
• $50,000,000 — k"), having an aggregate value of up to $50,000,000 (the "Purchase Shares"), subject to cer
• $1.00 — price of the Common Stock is not below $1.00 per share (subject to adjustment as des
• $1,500,000 — single Regular Purchase will not exceed $1,500,000 (subject to adjustment for any reorgani
• $5.29 — he Commitment Shares, equals or exceeds $5.29 per share (which represents the lower o

Filing Documents

• tm2424623d1_8k.htm (8-K) — 57KB
• tm2424623d1_ex5-1.htm (EX-5.1) — 11KB
• tm2424623d1_ex10-1.htm (EX-10.1) — 273KB
• tm2424623d1_ex10-2.htm (EX-10.2) — 100KB
• tm2424623d1_ex5-1img001.jpg (GRAPHIC) — 11KB
• tm2424623d1_ex5-1img002.jpg (GRAPHIC) — 4KB
• 0001104659-24-102498.txt ( ) — 768KB
• huma-20240924.xsd (EX-101.SCH) — 4KB
• huma-20240924_def.xml (EX-101.DEF) — 26KB
• huma-20240924_lab.xml (EX-101.LAB) — 37KB
• huma-20240924_pre.xml (EX-101.PRE) — 25KB
• tm2424623d1_8k_htm.xml (XML) — 6KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement On September 24, 2024, Humacyte, Inc. (the "Company") and Lincoln Park Capital Fund, LLC ("Lincoln Park") entered into a purchase agreement (the "Purchase Agreement") and a registration rights agreement (the "Registration Rights Agreement"), pursuant to which the Company has the right, in its sole discretion, to sell to Lincoln Park shares of the Company's common stock, par value $0.0001 per share (the "Common Stock"), having an aggregate value of up to $50,000,000 (the "Purchase Shares"), subject to certain limitations and conditions set forth in the Purchase Agreement. The Company will control the timing and amount of any sales of Purchase Shares to Lincoln Park pursuant to the Purchase Agreement. Under the Purchase Agreement, provided that the closing sale price of the Common Stock is not below $1.00 per share (subject to adjustment as described in the Purchase Agreement, the "Floor Price")on any business day selected by the Company over the 24-month term following the Commencement Date (as defined in the Purchase Agreement) (each such date, a "Purchase Date"), the Company may direct Lincoln Park to purchase up to 100,000 shares of Common Stock on such Purchase Date (a "Regular Purchase") provided, that Lincoln Park's maximum purchase obligation under any single Regular Purchase will not exceed $1,500,000 (subject to adjustment for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction as provided in the Purchase Agreement). In any case, the maximum amount of any single Regular Purchase may be increased upon the mutual agreement of the parties. The Company may direct Lincoln Park to purchase shares in Regular Purchases as often as every business day, provided that all Purchase Shares subject to all prior Regular Purchases have been delivered to Lincoln Park in accordance with the Purchase Agreement. The foregoing share amount will be adjusted f

Forward-Looking Statements

Forward-Looking Statements This Form 8-K contains forward-looking statements that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by the following words: "may," "will," "could," "would," "should," "expect," "intend," "plan," "anticipate," "believe," "estimate," "predict," "project," "potential," "continue," "ongoing" or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although the Company believes that the Company has a reasonable basis for each forward-looking statement contained in this Form 8-K, the Company cautions you that these statements are based on a combination of facts and factors currently known by the Company and its projections of the future, about which the Company cannot be certain. These forward-looking results, most of which are outside of the Company's control and are difficult to predict. Furthermore, if the forward-looking statements prove to be inaccurate, the inaccuracy may be material. The forward-looking statements in this Form 8-K represent the Company's views as of the date of this Form 8-K. The Company has no current intention of updating these forward-looking statements except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing the Company's views as of any date subsequent to the date of this Form 8-K.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 5.1 Opinion of Covington & Burling LLP 10.1* Purchase Agreement, dated as of September 24, 2024, by and between Humacyte, Inc. and Lincoln Park Capital Fund, LLC. 10.2* Registration Rights Agreement, dated as of September 24, 2024, by and between Humacyte, Inc. and Lincoln Park Capital Fund, LLC. 23.1 Consent of Covington & Burling LLP (contained in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Certain personally identifiable information, marked by brackets, has been omitted from this exhibit pursuant to Item 601(A)(6) of Regulation S-K. 5 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. HUMACYTE, INC. Date: September 24, 2024 By: /s/ Dale A. Sander Name: Dale A. Sander Title: Chief Financial Officer, Chief Corporate Development Officer and Treasurer 6

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View this 8-K filing on SEC EDGAR