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

TL;DR

Silo Pharma signed a big deal & sold stock, filing shows.

AI Summary

On July 18, 2024, Silo Pharma, Inc. entered into a material definitive agreement, the details of which are not fully disclosed in this filing. The company also reported on unregistered sales of equity securities and other events. This filing follows a period of name changes for the company, formerly known as Uppercut Brands, Inc., Point Capital, Inc., and Gold Swap Inc.

Why It Matters

This 8-K filing indicates significant corporate activity, including a material definitive agreement and equity sales, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing mentions unregistered sales of equity securities, which can sometimes indicate financial distress or dilution for existing shareholders.

Key Players & Entities

• Silo Pharma, Inc. (company) — Registrant
• July 18, 2024 (date) — Date of earliest event reported
• Nevada (jurisdiction) — State of incorporation
• 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
• $2.75 — "Common Stock"), at a purchase price of $2.75 per share of Common Stock (the "Offerin
• $2.1 m — ds from the offering were approximately $2.1 million, prior to deducting placement age
• $3.4375 — ing price per share of Common Stock, or $3.4375 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

• ea0209765-8k_silopharma.htm (8-K) — 38KB
• ea020976501ex4-1_silo.htm (EX-4.1) — 95KB
• ea020976501ex4-2_silo.htm (EX-4.2) — 91KB
• ea020976501ex5-1_silo.htm (EX-5.1) — 13KB
• ea020976501ex10-1_silo.htm (EX-10.1) — 226KB
• ea020976501ex10-2_silo.htm (EX-10.2) — 21KB
• ea020976501ex99-1_silo.htm (EX-99.1) — 11KB
• ea020976501ex99-2_silo.htm (EX-99.2) — 13KB
• ex5-1_001.jpg (GRAPHIC) — 3KB
• 0001013762-24-000518.txt ( ) — 811KB
• silo-20240718.xsd (EX-101.SCH) — 3KB
• silo-20240718_lab.xml (EX-101.LAB) — 33KB
• silo-20240718_pre.xml (EX-101.PRE) — 22KB
• ea0209765-8k_silopharma_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On July 18, 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 763,638 shares (the "Shares") of common stock of the Company (the "Common Stock"), at a purchase price of $2.75 per share of Common Stock (the "Offering"). The shares of Common Stock 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, pursuant to the Purchase Agreement in a private placement, for each share of Common Stock 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 $2.75 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 July 22, 2024. The gross proceeds from the offering were approximately $2.1 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 1933 (the "Securities Act") in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act as transactions not involving a public offering and Rule 506 promulgated under the Securities Act as sales to accredited investors, and in reliance on similar exemptions under applicable state laws. The representations, warranties and covenants contained in the Purchase Agreement w

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 July 19, 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 July 22, 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 Warrant 4.2 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 July 19, 2024 99.2 Press release of Silo Pharma, Inc. dated July 22, 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: July 22, 2024 By: /s/ Eric Weisblum Eric Weisblum Chief Executive Officer -3-

View Full Filing

View this 8-K filing on SEC EDGAR