iSpecimen Reports Entry & Termination of Material Agreements

TL;DR

iSpecimen filed an 8-K about *both* entering and terminating material agreements on Feb 13, but the actual details are missing from this snippet!

AI Summary

iSpecimen Inc. filed an 8-K on February 15, 2024, reporting events that occurred on February 13, 2024. The filing indicates both the entry into and termination of a material definitive agreement, as well as the inclusion of financial statements and exhibits. However, the provided text does not disclose the specific parties involved, the financial terms, or the nature of these agreements.

Why It Matters

This filing signals significant corporate activity for iSpecimen Inc. related to material agreements. However, without the specific details of these agreements, their potential impact on the company's operations, financial position, or future strategy remains unknown.

Risk Assessment

Risk Level: medium — The filing indicates both the entry into and termination of material definitive agreements, but the lack of specific details prevents a clear assessment of their financial or operational impact.

Key Players & Entities

• iSpecimen Inc. (company) — registrant
• February 13, 2024 (date) — date of earliest event reported
• February 15, 2024 (date) — filed as of date
• Delaware (location) — state of incorporation
• 450 Bedford Street, Lexington, MA 02420 (location) — principal executive offices
• 001-40501 (identifier) — Commission File Number
• 27-0480143 (identifier) — IRS Employer Identification No.
• 781-301-6700 (identifier) — registrant's telephone number

FAQ

Key Financial Figures

• $0.0001 — registered Common Stock, par value $0.0001 per share ISPC The Nasdaq Stock Ma
• $13.00 — ecember 1, 2021 at an exercise price of $13.00 per share for the Company's common stoc
• $0.04 m — Warrants for an amount in cash equal to $0.04 multiplied by the total maximum number of

Filing Documents

• tm246435d1_8k.htm (8-K) — 28KB
• tm246435d1_ex10-1.htm (EX-10.1) — 51KB
• 0001104659-24-024574.txt ( ) — 263KB
• ispc-20240213.xsd (EX-101.SCH) — 3KB
• ispc-20240213_lab.xml (EX-101.LAB) — 33KB
• ispc-20240213_pre.xml (EX-101.PRE) — 22KB
• tm246435d1_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement On February 13, 2024, iSpecimen Inc. (the " Company ") entered into certain warrant repurchase and termination agreements (the " Repurchase Agreement ") with certain holders (each, the " Warrant Holder ") of warrants (the " Warrants ") with an issuance date of December 1, 2021 at an exercise price of $13.00 per share for the Company's common stock, par value $0.0001 per share (the " Common Stock "), in connection with an aggregate of up to 1,312,500 shares of Common Stock exercisable under the Warrants. The Warrants were issued to the Warrant Holders in a private placement offering of the Company's securities closed on December 2, 2021, and the resale of the shares of Common Stock issuable upon exercise of the Warrants were registered under an effective Registration Statement on Form S-1, as amended (File Number: 333-261640), filed by the Company. Pursuant to the Repurchase Agreement, the Company agreed to repurchase from the Warrant Holders, who agreed to sell and transfer to the Company, the Warrants for an amount in cash equal to $0.04 multiplied by the total maximum number of shares of Common Stock issuable to the Warrant Holders upon the full exercise of the Warrants. In addition, upon full payment for the Warrants sold under the Repurchase Agreement, the Warrants and any warrants agreements or any other agreements, documents or instruments relating to the Warrants (including that certain Securities Purchase Agreements, dated November 28, 2021, by and between the Company and the Warrant Holders, that certain Registration Rights Agreements, dated November 28, 2021 by and between the Company and the Warrant Holders) (collectively, the " Warrant Documentation ") would terminate, and all past, current and future obligations of the Company relating to the Warrants and Warrant Documentation would be released, discharged and of no further force or effect. A copy of the form of the Repurchase Agreement is attach

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement The information contained above in Item 1.01 related to the termination of the Warrants and Warrant Documentation is hereby incorporated by reference into this

02

Item 1.02. Item 9.01 Financial Statements and Exhibits (d) Exhibits. Exhibit No. Description 10.1 Form of Warrant Repurchase and Termination Agreements between the Company and certain Warrant Holders 104 Cover Page Interactive Data File 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. Dated: February 15, 2024 iSPECIMEN INC. By: /s/ Tracy Curley Name: Tracy Curley Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR