HeartSciences Inc 8-K, filed Dec 6, 2023
HeartSciences Inc. (HSCS)
About this 8-K
HeartSciences Inc filed this 8-K on December 6, 2023, reporting on events of December 1, 2023.
Items reported
- Item 1.01: Entered into a material agreement
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01 Entry into a Material Definitive Agreement.
As previously reported, on September 20, 2023, Heart Test Laboratories, Inc. (the “Company”) entered into a Securities Purchase Agreement and into multiple definitive license agreements (collectively, the “License Agreements”) with Icahn School of Medicine at Mount Sinai (“Mount Sinai”) to commercialize a range of AI-based cardiovascular algorithms developed by Mount Sinai, as well as a memorandum of understanding for ongoing cooperation.
Also as previously reported, the License Agreements were subject to termination by Mount Sinai if the Company did not complete an aggregate financing of at least $10,000,000 (the “Additional Financing”) from the period commencing August 1, 2023 and ending on or prior to June 30, 2024. Additionally, common stock purchase warrants to purchase up to 914,148 shares of common stock, $0.001 par value per share, of the Company, having an exercise price per share equal to $0.5060 (the “MTS Warrants”), would be exercisable immediately upon completion of the Additional Financing.
On December 1, 2023, the Company satisfied the Additional Financing requirement and, accordingly, the License Agreements are no longer subject to termination as a result of the Additional Financing condition, and the MTS Warrants are fully exercisable, by Mount Sinai.
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.
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HEART TEST LABORATORIES, INC. |
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Date: |
December 6, 20223 |
By: |
/s/ Andrew Simpson |
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Name: Title: |
Andrew Simpson |