Incannex Healthcare Inc. Files 8-K on Financial Obligations & Equity Sales

TL;DR

Incannex filed an 8-K on Oct 17 detailing new debt and stock sales.

AI Summary

On October 17, 2024, Incannex Healthcare Inc. reported on the creation of a direct financial obligation and unregistered sales of equity securities. The company filed a Form 8-K detailing these events, which are subject to the Securities Exchange Act of 1934.

Why It Matters

This filing provides crucial updates on Incannex Healthcare's financial commitments and equity transactions, which can impact investor understanding of the company's financial health and capital structure.

Risk Assessment

Risk Level: medium — Filings related to financial obligations and equity sales can indicate changes in a company's financial structure and potential dilution, requiring careful investor review.

Key Players & Entities

• Incannex Healthcare Inc. (company) — Registrant
• October 17, 2024 (date) — Date of earliest event reported
• Securities Exchange Act of 1934 (legal_document) — Governing Act
• 001-41106 (company_id) — Commission File Number

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value per share IXHL The Nasdaq
• $3,333,333 — "Debenture") in the principal amount of $3,333,333, with 10% original issue discount and p
• $2,877,588 million — nses reimbursable to Arena, amounted to $2,877,588 million. The funds will be utilized to advance
• $1.84 — The Debenture has a conversion price of $1.84 per share of common stock, subject to a

Filing Documents

• ea0218104-8k_incannex.htm (8-K) — 31KB
• ea021810401ex10-2_incannex.htm (EX-10.2) — 157KB
• ea021810401ex10-3_incannex.htm (EX-10.3) — 113KB
• 0001213900-24-089313.txt ( ) — 545KB
• ixhl-20241017.xsd (EX-101.SCH) — 3KB
• ixhl-20241017_lab.xml (EX-101.LAB) — 33KB
• ixhl-20241017_pre.xml (EX-101.PRE) — 22KB
• ea0218104-8k_incannex_htm.xml (XML) — 4KB

03 Creation of a Direct Financial

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On October 17, 2024, Incannex Healthcare Inc. ("Company") completed a closing for the issuance of a secured convertible debenture ("Debenture") in the principal amount of $3,333,333, with 10% original issue discount and payment-in-kind interest rate at 5%, to Arena Special Opportunities (Offshore) Master II LP ("Arena"). The Debenture matures on April 14, 2026. The net proceeds received from the issuance of the Debenture, after deduction of expenses reimbursable to Arena, amounted to $2,877,588 million. The funds will be utilized to advance the development of the company's three lead assets, ensuring continued progress in their research and development pipeline, while also providing essential working capital to support the company's operational growth and strategic initiatives. Further information is included in Item 3.02 to this Form 8-K and in the Forms 8-K filed by the Company on September 10, 2024, which are incorporated herein by reference.

02 Unregistered Sales of Equity

Item 3.02 Unregistered Sales of Equity Securities. As discussed in Item 2.03, the Company completed closing for the issuance of the Debenture to Arena on October 17, 2023. The Debenture has a conversion price of $1.84 per share of common stock, subject to adjustments pursuant to the terms of the Debenture. The issuance of the Debenture is exempt under Section 4(a)(2) of the Securities Act of 1933. In addition, the Company issued a warrant ("Warrant") to Arena. The Warrant is exercisable for 453,749 shares of common stock of the Company. The exercise price of the Warrant is 115% of the closing price of the shares of common stock recorded on Nasdaq on October 14, 2024. The issuance of the Warrant is exempt under Section 4(a)(2) of the Securities Act of 1933. The Company is obligated to file a registration statement to register the shares of common stock underlying the Debenture and the Warrant. Further information is included in Item 2.03 to this Form 8-K and in the Forms 8-K filed by the Company on September 10, 2024, which are incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Securities Purchase Agreement between Incannex Healthcare Inc. and Arena Investors, LP, dated as of September 6, 2024 (incorporated by reference to Exhibit 10.2 of the Company's Current Report on Form 8-K filed with the SEC on September 10, 2024). 10.2 Secured Convertible Debenture, dated October 14, 2024 10.3 Common Stock Purchase Warrant, dated October 14, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1

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. Incannex Healthcare Inc. Date: October 21, 2024 /s/ Joel Latham Name: Joel Latham Title: Chief Executive Officer and President 2

View Full Filing

View this 8-K filing on SEC EDGAR