Sunshine Biopharma Enters Material Definitive Agreement

TL;DR

Sunshine Biopharma just signed a big deal, but details are under wraps for now.

AI Summary

Sunshine Biopharma, Inc. filed an 8-K on February 15, 2024, reporting an "Entry into a Material Definitive Agreement" on February 13, 2024. This filing indicates a significant new agreement for Sunshine Biopharma, Inc., but the specific details of the agreement, including other parties or financial terms, are not disclosed in this initial report.

Why It Matters

An entry into a material definitive agreement signifies a significant business development that could impact the company's operations, financial position, or strategic direction, making it crucial for investors to monitor for further details.

Risk Assessment

Risk Level: medium — The risk is medium because a material definitive agreement has been entered into, but its specific terms, financial implications, and potential impact are not yet disclosed, creating uncertainty.

Key Players & Entities

• Sunshine Biopharma, Inc. (company) — Registrant filing the 8-K
• February 13, 2024 (date) — Date of earliest event reported (entry into agreement)
• February 15, 2024 (date) — Date the 8-K was filed

FAQ

Key Financial Figures

• $0.001 — ch Registered Common Stock, par value $0.001 SBFM The Nasdaq Stock Market LLC
• $2.10 — of common stock at an exercise price of $2.10 per share or pursuant to an alternative
• $2.38 — of common stock at an exercise price of $2.38 per share, which warrant will expire on
• $0 — purchase price of each Common Unit was $0.14, and the purchase price of each Pre-
• $0.139 — chase price of each Pre-Funded Unit was $0.139. The Pre-Funded Warrants are immediatel
• $0.10 — Series B Warrant (subject to a floor of $0.10 prior to the Warrant Stockholder Approv
• $10.0 m — ceeds to the Company were approximately $10.0 million, before deducting underwriting di
• $150,000 — ng and (b) to reimburse the Underwriter $150,000 for reasonable legal fees. 2 The for

Filing Documents

• sunshine_8k.htm (8-K) — 36KB
• sunshine_ex0101.htm (EX-1.1) — 326KB
• sunshine_ex1002.htm (EX-4.2) — 133KB
• sunshine_ex1003.htm (EX-4.3) — 148KB
• sunshine_ex9901.htm (EX-99.1) — 10KB
• sunshine_ex9902.htm (EX-99.2) — 11KB
• 0001683168-24-001009.txt ( ) — 1018KB
• sbfm-20240213.xsd (EX-101.SCH) — 3KB
• sbfm-20240213_def.xml (EX-101.DEF) — 26KB
• sbfm-20240213_lab.xml (EX-101.LAB) — 36KB
• sbfm-20240213_pre.xml (EX-101.PRE) — 25KB
• sunshine_8k_htm.xml (XML) — 5KB

01. Entry into a Material Definitive

Item 1.01. Entry into a Material Definitive Agreement. On February 13, 2024, Sunshine Biopharma, Inc., (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Aegis Capital Corp. (the "Underwriter"), in connection with a firm commitment underwritten public offering (the "Offering") of 71,428,571 Units (defined herein), consisting of (i) 26,428,571 common units ("Common Units"), each consisting of one share of common stock of the Company, 0.1 of a Series A warrant (the "Series A Warrants") to purchase one share of common stock at an exercise price of $2.10 per share or pursuant to an alternative cashless exercise option (described below), which warrant will expire two-and-a-half years from the closing of the Offering, and 0.2 of a Series B warrant (the "Series B Warrants" and together with the Series A Warrants, the "Warrants") to purchase one share of common stock at an exercise price of $2.38 per share, which warrant will expire on the five-year anniversary of the closing of the Offering; and (ii) 45,000,000 Pre-Funded Units (the "Pre-Funded Units" and together with the Common Units, the "Units"), each Pre-Funded Unit consisting of one pre-funded warrant (the "Pre-Funded Warrants") to purchase one share of common stock, 0.1 of a Series A Warrant and 0.2 of a Series B Warrant. The purchase price of each Common Unit was $0.14, and the purchase price of each Pre-Funded Unit was $0.139. The Pre-Funded Warrants are immediately exercisable, have an exercise price of $0.001 and may be exercised at any time until all Pre-Funded Warrants are exercised in full. In addition, the Company granted the Underwriter a 45-day option to purchase up to an additional 10,714,285 shares of common stock and/or Pre-Funded Warrants, representing up to 15% of the number of common stock and Pre-Funded Warrants sold in the Offering, and/or an additional 1,071,429 Series A Warrants representing up to 15% of the Series A Warrants sold in the Offering, and/or

01. Other Information

Item 8.01. Other Information. On February 13, 2024, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is filed as an exhibit to this report. On February 15, 2024, the Company issued a press release announcing the closing of the Offering. A copy of the press release is filed as an exhibit to this report.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 Underwriting Agreement, dated February 13, 2024, by and between the Company and Aegis Capital Corp. 10.1 Form of Pre-Funded Warrant (incorporated by reference to S-1/A filed February 9, 2024) 10.2 Form of Series A Warrant 10.3 Form of Series B Warrant 99.1 Press Release dated February 13, 2024 99.2 Press Release dated February 15, 2024 104 Cover Page Interactive Data File (formatted in Inline XBRL). 3

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. Dated: February 15, 2024 SUNSHINE BIOPHARMA, INC. By: /s/ Dr. Steve N. Slilaty Name: Dr. Steve N. Slilaty Title: Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR