ORGENESIS INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2015-12-29: Form 8-K; Period of report 2015-12-23; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
- 2015-12-16: Form 8-K; Period of report 2015-12-10; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
- 2015-11-13: Form 8-K; Period of report 2015-11-12; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
- 2015-05-15: Form 8-K/A; Period of report 2015-03-02; Description 9.01 Financial Statements and Exhibits; Details 9.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2015-12-29 | 8-K | 2015-12-23 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 The information included in Item 3.02 of this Form 8-K is hereby incorporated by reference into this Item 1.01. 3.02 On December 16, 2015, the Company announced, among other things, that it had raised an aggregate of $950,000 in principal amount of convertible notes (the “Convertible Notes”), convertible by the holder into shares of the Company’s Common Stock at 75% of the then market price of the Company’s Common Stock, based on the price of the Company’s Common Stock for the five trading days prior to conversion but in no event at less than $0.40 per share. | form8k.htm |
| 2015-12-16 | 8-K | 2015-12-10 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities | 1.01 The information included in Item 3.02 of this Form 8-K is hereby incorporated by reference into this Item 1.01. 2.03 The information included in Item 3.02 of this Form 8-K is hereby incorporated by reference into this Item 2.03. 3.02 On December 10, 2015, Orgenesis Inc. (the “Company”) entered into definitive agreements with accredited investors relating to a private placement (the “Private Placement”) of (i) 8,227,647 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and (ii) three year warrants (the “Investor Warrants”) to purchase up to an additional 8,227,647 shares of the Company’s Common Stock at a per share exercise price of $0.52. | f8k121515.htm |
| 2015-11-13 | 8-K | 2015-11-12 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 On November 12, 2015, Orgenesis Inc. (the “Company”), MaSTherCell SA and Cell Therapy Holding SA (collectively “MaSTherCell”) and each of the shareholders of MaSTherCell (the “MaSTherCell Shareholders”), entered into an amendment (“Amendment No. 2”) to the Share Exchange Agreement originally entered into by such parties on November 6, 2014 (the “Original Agreement”) and pursuant to which the Company acquired, on March 2, 2015, from the MaSTherCell Shareholders all of the issued and outstanding shares of MaSTherCell in consideration of shares of the Company’s common stock. 8.01 On November 12, 2015, the Company, through its wholly owned Israeli subsidiary Orgenesis Ltd. (“Orgenesis Ltd.”), entered into a Collaboration Agreement (the “Collaboration Agreement) with Biosequel LLC, a company incorporated and existing under the laws of Russia (“Biosequel”) to collaborate, on a non-exclusive basis, in carrying out clinical trials and eventually marketing the Company’s products in Russia, Belarus and Kazakhstan. | form8k.htm |
| 2015-05-15 | 8-K/A | 2015-03-02 | 9.01 Financial Statements and Exhibits | 9.01 (a) Financial Statements of Businesses Acquired. | form8ka.htm |
| 2015-04-09 | 8-K | 2015-04-07 | 1.01 Entry into a Material Definitive Agreement | 1.01 On April 7, 2015 we executed a non-binding memorandum of understanding dated March 23, 2015 with Global Stem Cell & Regenerative Medicine Acceleration Center of Korea in order to collaborate research in stem cell and regenerative medicine. | form8k.htm |
| 2015-03-25 | 8-K/A | 2015-02-27 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 2.01 Pursuant to a share exchange agreement (the “Share Exchange Agreement”) dated November 3, 2014 and addendum dated March 2, 2015 between Orgenesis Inc. (the “Company”), MaSTherCell SA, Cell Therapy Holding SA (collectively the “Target” or “MaSTherCell”) and each of the shareholders of the Target, the Company closed the Share Exchange Agreement and completed the acquisition of all of the issued and outstanding shares of the Target from the shareholders of the Target, effective as of March 2, 2015. 3.02 The information contained in the section titled “Item 2.01 Completion of Acquisition or Disposition of Assets” above is responsive to this Item 3.02. 5.02 The information contained in the section titled “Item 2.01 Completion of Acquisition or Disposition of Assets” above is responsive to this Item 5.02. 5.03 Reference is made to the share exchange agreement made effective as of November 3, 2014 (the “Share Exchange Agreement”) among the Corporation, MaSTherCell SA, Cell Therapy Holding SA and the Selling Shareholders . | form8ka.htm |
| 2015-03-17 | 8-K | 2015-03-16 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 On March 16, 2015 we executed a consulting agreement with Professor Itamar Raz. 3.02 The disclosure under Item 1.01 of this current report on Form 8-K is responsive to this Item and is hereby incorporated by reference. | form8k.htm |
| 2015-03-05 | 8-K | 2015-02-27 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 2.01 Pursuant to a share exchange agreement (the "Share Exchange Agreement") dated November 3, 2014 and addendum dated March 2, 2015 between Orgenesis Inc. (the “Company”), MaSTherCell SA, Cell Therapy Holding SA (collectively the "Target" or “MaSTherCell”) and each of the shareholders of the Target, the Company closed the Share Exchange Agreement and completed the acquisition of all of the issued and outstanding shares of the Target from the shareholders of the Target, effective as of February 27, 2015. 3.02 The information contained in the section titled “Item 2.01 Completion of Acquisition or Disposition of Assets” above is responsive to this Item 3.02. 5.02 The information contained in the section titled “Item 2.01 Completion of Acquisition or Disposition of Assets” above is responsive to this Item 5.02. 5.03 Reference is made to the share exchange agreement made effective as of November 3, 2014 (the “Share Exchange Agreement”) among the Corporation, MaSTherCell SA, Cell Therapy Holding SA and the Selling Shareholders . | form8k.htm |