Artelo Biosciences Terminates Material Agreement
Ticker: ARTL · Form: 8-K · Filed: Aug 20, 2025 · CIK: 1621221
Sentiment: neutral
Topics: material-agreement-termination, filing-update
Related Tickers: ARTL
TL;DR
ARTL terminated a big deal, filing shows.
AI Summary
Artelo Biosciences, Inc. filed an 8-K on August 20, 2025, reporting the termination of a material definitive agreement. The filing also includes financial statements and exhibits related to this event. The company, formerly known as Reactive Medical Inc. and Knight Knox Development Corp., is incorporated in Nevada.
Why It Matters
The termination of a material definitive agreement can significantly impact a company's operations, financial standing, and future strategic direction.
Risk Assessment
Risk Level: medium — Termination of a material definitive agreement introduces uncertainty regarding the company's business relationships and financial stability.
Key Players & Entities
- ARTELO BIOSCIENCES, INC. (company) — Filer
- August 19, 2025 (date) — Earliest event reported
- August 20, 2025 (date) — Date of report
- Nevada (jurisdiction) — State of incorporation
- REACTIVE MEDICAL INC. (company) — Former company name
- KNIGHT KNOX DEVELOPMENT CORP. (company) — Former company name
FAQ
What specific material definitive agreement was terminated by Artelo Biosciences, Inc.?
The filing states the termination of a material definitive agreement but does not specify which agreement was terminated.
When was the termination of the material definitive agreement effective?
The filing reports the earliest event as August 19, 2025, and the report date is August 20, 2025, indicating the termination likely occurred around these dates.
What are the implications of this termination for Artelo Biosciences' financial statements?
The filing indicates that financial statements and exhibits are being provided in conjunction with this event, suggesting the termination has financial reporting consequences.
Has Artelo Biosciences, Inc. undergone name changes previously?
Yes, Artelo Biosciences, Inc. was formerly known as REACTIVE MEDICAL INC. (name change effective February 7, 2017) and KNIGHT KNOX DEVELOPMENT CORP. (name change effective October 1, 2014).
Where is Artelo Biosciences, Inc. headquartered?
The company's principal executive offices are located at 505 Lomas Santa Fe, Suite 160, Solana Beach, CA 92075.
Filing Stats: 1,135 words · 5 min read · ~4 pages · Grade level 13.6 · Accepted 2025-08-20 16:30:29
Key Financial Figures
- $0.001 — ch registered Common Stock, par value $0.001 per share ARTL The Nasdaq Stock Mar
- $50,000 — Termination Agreement, the Company paid $50,000 to TingleMerrett LLP, counsel to the In
Filing Documents
- artl_8k.htm (8-K) — 33KB
- artl_ex101.htm (EX-10.1) — 35KB
- artl_ex102.htm (EX-10.2) — 20KB
- 0001640334-25-001570.txt ( ) — 217KB
- artl-20250819.xsd (EX-101.SCH) — 5KB
- artl-20250819_lab.xml (EX-101.LAB) — 15KB
- artl-20250819_cal.xml (EX-101.CAL) — 1KB
- artl-20250819_pre.xml (EX-101.PRE) — 9KB
- artl-20250819_def.xml (EX-101.DEF) — 2KB
- artl_8k_htm.xml (XML) — 4KB
02 Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement. Termination of Securities Purchase Agreement As previously disclosed, Artelo Biosciences, Inc. (the "Company") entered into a Securities Purchase Agreement dated as of August 1, 2025 (the "Purchase Agreement") with certain accredited investors (the "Investors"), pursuant to which the Company agreed to issue and sell, in a private placement (the "Offering"): (i) 593,252 shares (the "Shares") of the Company's common stock, par value $0.001 per share (the "Common Stock"), and (ii) warrants to purchase up to 2,126,809 shares of Common Stock (the "Purchase Warrants"). A description of the Purchase Agreement was disclosed in the Company's Current Report on Form 8-K, filed with the U.S. Securities and Exchange Commission (the "SEC") on August 4, 2025. On August 19, 2025 (the "Effective Date"), the Company entered into a Termination and Mutual Release Agreement (the "Purchase Termination Agreement") with the Investors. The Purchase Termination Agreement terminates in its entirety, effective as of the Effective Date, the Purchase Agreement, the Purchase Warrants, and any other certificates, agreements, or instruments executed in connection therewith (collectively, the "Purchase Documents"). Pursuant to the Purchase Termination Agreement, the Purchase Documents are deemed null and void from inception and of no further force or effect (except for certain customary provisions that survive solely with respect to the Purchase Termination Agreement). The Company and the Investors mutually released each other and their respective affiliates from all claims that either might have against the other except for claims relating to any breach by the Company of the representations, warranties or covenants made in any of the transaction documents relating to the private placement transaction that occurred in June 2025 in which one or more of the Investors may have participated. The Company is required to return any portion of
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Form of Termination and Mutual Release Agreement by and between Artelo Biosciences, Inc. and the investors named therein 10.2 Termination Agreement by and between Artelo Biosciences, Inc. and ABK Labs, Inc., dated August 19, 2025 2
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: August 20, 2025 ARTELO BIOSCIENCES, INC. /s/ Gregory D. Gorgas Name: Gregory D. Gorgas Title: Chief Executive Officer and President 3