Silo Pharma, Inc. Files 8-K for Material Agreement

TL;DR

Silo Pharma (SILO) filed an 8-K on June 4th for a material definitive agreement. Expect news.

AI Summary

On June 4, 2024, Silo Pharma, Inc. entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and other events. This filing follows a period of name changes for the company, previously known as Uppercut Brands, Inc., Point Capital, Inc., and Gold Swap Inc.

Why It Matters

This 8-K filing indicates significant corporate activity for Silo Pharma, Inc., potentially impacting its business operations and investor relations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Players & Entities

• Silo Pharma, Inc. (company) — Registrant
• June 4, 2024 (date) — Date of earliest event reported
• Uppercut Brands, Inc. (company) — Former company name
• Point Capital, Inc. (company) — Former company name
• Gold Swap Inc (company) — Former company name

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share SILO The Nasdaq Stock Mar
• $2.18 — .0001 per share, at a purchase price of $2.18 per share of Common Stock and a purchas
• $2.1799 — of Common Stock and a purchase price of $2.1799 per Pre-Funded Warrant (the "Offering")
• $2.06 — The warrants have an exercise price of $2.06 per share, and are exercisable immediat
• $2 m — ds from the offering were approximately $2 million, prior to deducting placement age
• $2.725 — ing price per share of Common Stock, or $2.725 per share. The Placement Agent Warrant
• $25,000 — mpany agreed to pay the Placement Agent $25,000 for non-accountable expenses, $50,000 f
• $50,000 — t $25,000 for non-accountable expenses, $50,000 for legal expenses and other out-of-poc
• $15,950 — es and other out-of-pocket expenses and $15,950 for clearing fees. Pursuant to the ter

Filing Documents

• ea0207381-8k_silo.htm (8-K) — 41KB
• ea020738101ex4-1_silo.htm (EX-4.1) — 85KB
• ea020738101ex4-2_silo.htm (EX-4.2) — 91KB
• ea020738101ex4-3_silo.htm (EX-4.3) — 93KB
• ea020738101ex5-1_silo.htm (EX-5.1) — 15KB
• ea020738101ex10-1_silo.htm (EX-10.1) — 236KB
• ea020738101ex10-2_silo.htm (EX-10.2) — 21KB
• ea020738101ex99-1_silo.htm (EX-99.1) — 11KB
• ea020738101ex99-2_silo.htm (EX-99.2) — 11KB
• ex5-1_001.jpg (GRAPHIC) — 10KB
• 0001213900-24-050405.txt ( ) — 938KB
• silo-20240604.xsd (EX-101.SCH) — 3KB
• silo-20240604_lab.xml (EX-101.LAB) — 33KB
• silo-20240604_pre.xml (EX-101.PRE) — 22KB
• ea0207381-8k_silo_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 4, 2024, Silo Pharma, Inc. (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with certain institutional investors, pursuant to which the Company agreed to sell to such investors 883,395 shares (the "Shares") of common stock of the Company (the "Common Stock"), pre-funded warrants (the "Pre-Funded Warrants") to purchase up to 34,037 shares of Common Stock of the Company (the "Pre-Funded Warrant Shares"), having an exercise price of $0.0001 per share, at a purchase price of $2.18 per share of Common Stock and a purchase price of $2.1799 per Pre-Funded Warrant (the "Offering"). The shares of Common Stock and Pre-Funded Warrants (and shares of common stock underlying the Pre-Funded Warrants) were offered by the Company pursuant to its shelf registration statement on Form S-3 (File No. 333-276658), which was declared effective by the Securities and Exchange Commission on January 30, 2024. Concurrently with the sale of Common Stock and/or the Pre-Funded Warrants, pursuant to the Purchase Agreement in a private placement, for each share of Common Stock and/or Pre-Funded Warrant purchased by the investors, such investors received from the Company an unregistered warrant (the "Common Warrant") to purchase one share of Common Stock (the "Common Warrant Shares"). The warrants have an exercise price of $2.06 per share, and are exercisable immediately upon issuance for a five-year period. The closing of the sales of these securities under the Purchase Agreement took place on June 6, 2024. The gross proceeds from the offering were approximately $2 million, prior to deducting placement agent's fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital and other general corporate purposes. The Common Warrants and the Common Warrant Shares were sold without registration under the Securities Act of 19

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. Reference is made to the disclosure under Item 1.01 above which is hereby incorporated in this Item 3.02 by reference. The Warrants and the Placement Agent Warrants and the shares issuable upon exercise of the Warrants and Placement Agent Warrants have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state, and are being offered and sold in reliance on the exemption from registration under the Securities Act, afforded by Section 4(a)(2) and/or Rule 506 promulgated thereunder.

01 Other Events

Item 8.01 Other Events. On June 5 2024, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K. On June 6, 2024, the Company issued a press release announcing the closing of the Offering. A copy of the press release is furnished as Exhibit 99.2 to this Form 8-K.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Form of Pre-Funded Warrant 4.2 Form of Warrant 4.3 Form of Placement Agent Warrant 5.1 Opinion of Sheppard, Mullin, Richter & Hampton LLP 10.1* Form of Securities Purchase Agreement 10.2 Form of Lock-Up Agreement 99.1 Press release of Silo Pharma, Inc. dated June 5, 2024 99.2 Press release of Silo Pharma, Inc. dated June 6, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * The schedules (and similar attachments) to this exhibit have been omitted from this filing pursuant to Item 601(b)(10) of Regulation S-K. The Company agrees to furnish a supplemental copy of any omitted schedule (or similar attachment) to the Securities and Exchange Commission upon request -2-

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. SILO PHARMA, INC. Date: June 6, 2024 By: /s/ Eric Weisblum Eric Weisblum Chief Executive Officer -3-

View Full Filing

View this 8-K filing on SEC EDGAR