Indaptus Therapeutics Files 8-K: Material Agreement & Equity Sales

TL;DR

Indaptus Therapeutics (INDP) filed an 8-K on Nov 22, 2024, detailing a material definitive agreement and unregistered equity sales.

AI Summary

Indaptus Therapeutics, Inc. announced on November 22, 2024, that it entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and other events, including financial statements and exhibits. The filing details the company's principal executive offices located at 3 Columbus Circle, New York, NY.

Why It Matters

This 8-K filing indicates significant corporate activity for Indaptus Therapeutics, including a new material agreement and equity transactions, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can carry inherent risks related to deal terms and dilution.

Key Players & Entities

• Indaptus Therapeutics, Inc. (company) — Registrant
• November 22, 2024 (date) — Date of Report
• 3 Columbus Circle, 15th Floor, New York, NY 10019 (location) — Principal Executive Offices
• 001-40652 (identifier) — SEC File Number

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value INDP Nasdaq Capital Mark
• $1.175 — n a combined basis for consideration of $1.175 for one Share and a Warrant to purchase
• $1.05 — . The exercise price of the Warrants is $1.05 per share. One of the Purchasers is the
• $25,000 — ties), and a non-accountable expense of $25,000. In addition, Paulson is entitled to ce
• $1.3125 — at an exercise price per share equal to $1.3125. The Placement Agent Warrants are exerc

Filing Documents

• form8-k.htm (8-K) — 56KB
• ex1-1.htm (EX-1.1) — 109KB
• ex5-1.htm (EX-5.1) — 22KB
• ex10-1.htm (EX-10.1) — 295KB
• ex10-2.htm (EX-10.2) — 109KB
• ex10-3.htm (EX-10.3) — 103KB
• ex99-1.htm (EX-99.1) — 14KB
• ex5-1_001.jpg (GRAPHIC) — 5KB
• ex99-1_001.jpg (GRAPHIC) — 11KB
• 0001493152-24-047422.txt ( ) — 1031KB
• indp-20241122.xsd (EX-101.SCH) — 3KB
• indp-20241122_lab.xml (EX-101.LAB) — 33KB
• indp-20241122_pre.xml (EX-101.PRE) — 24KB
• form8-k_htm.xml (XML) — 4KB

01

Item 1.01. Entry into a Material Definitive Agreement. On November 22, 2024, Indaptus Therapeutics, Inc., a Delaware corporation (the "Company"), entered into securities purchase agreements (the "Purchase Agreements") with certain institutional and accredited investors (the "Purchasers"). The Purchase Agreements provide for the sale and issuance by the Company of an aggregate of: (i) 1,817,017 shares (the "Shares") of the Company's common stock, $0.01 par value (the "Common Stock") in a registered direct offering and (ii) warrants to purchase 1,817,017 shares of Common Stock in a private placement (the "Warrants"). The Shares and Warrants are being sold on a combined basis for consideration of $1.175 for one Share and a Warrant to purchase one share of Common Stock. The exercise price of the Warrants is $1.05 per share. One of the Purchasers is the Company's Chief Executive Officer, who has agreed to purchase 42,553 Shares and Warrants to purchase 42,553 shares of Common Stock (the "Affiliate Securities") at the same price and upon the same terms as the other Purchasers. The Shares are being offered pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-267236) and a related prospectus supplement filed with the Securities and Exchange Commission on November 22, 2024. The Warrants and the shares of Common Stock issuable upon the exercise of the Warrants (the "Warrant Shares") were not registered under the Securities Act of 1933, as amended (the "Securities Act"), and were offered pursuant to the exemption provided in Section 4(a)(2) under the Securities Act and/or Rule 506(b) promulgated thereunder. The Warrants are immediately exercisable upon issuance and will expire five years following the date of issuance. The Warrants contain standard adjustments to the exercise price including for stock splits, stock dividends and reorganizations. In lieu of making the cash payment otherwise contemplated to be made upon exercise in paym

SIGNATURES

SIGNATURES 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: November 22, 2024 INDAPTUS THERAPEUTICS, INC. By: /s/ Nir Sassi Name: Nir Sassi Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR