Current Report Filing (8-k)
April 05 2017 - 9:03AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): April 4, 2017
PROPANC
HEALTH GROUP CORPORATION
(Exact
name of registrant as specified in its charter)
Delaware
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000-54878
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33-0662986
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(State
or other jurisdiction
of incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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302,
6 Butler Street
Camberwell,
VIC, 3124 Australia
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(Address
of principal executive offices) (Zip Code)
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Registrant’s
telephone number, including area code:
61 03 9882 6723
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(Former
name or former address, if changed since last report)
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (
see
General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item
7.01
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Regulation
FD Disclosure
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On
April 4, 2017, Propanc Health Group Corporation (the “Company”) entered into a letter agreement with Delafield Investments
Limited (“Delafield”) pursuant to which the Company and Delafield agreed that on April 5, 2017, Delafield will rescind
its conversion notice and return 6,119,473 shares of the Company’s common stock, par value $0.001, to the Company to be
held in treasury. These shares are held by Delafield as a result of its conversion on February 21, 2017 of a portion of the principal
balance of a 5% original issue discount senior secured convertible debenture issued to Delafield on October 28, 2015 and due October
28, 2016, the maturity date of which was extended by letter agreement to September 30, 2017 (the “Debenture”).
Delafield
further agrees that it will take no action to convert any further principal balance of the Debenture or sell any shares of the
Company’s common stock until the earliest of April 10, 2017, one trading day after the Company has effected its planned
reverse stock split at a ratio of 1-for-250, as described in a press release the Company filed as an exhibit to its current report
on Form 8-K filed on March 31, 2017.
The
remaining principal balance of the Debenture will be increased by an amount equal to the number of shares of common stock being
returned to the Company multiplied by the conversion price provided for in the Debenture on the date of conversion. The Company
shall continue to pay interest on the aggregate unconverted and outstanding principal amount of the Debenture pursuant to its
terms, with interest on the returned amount of principal beginning to accrue on April 5, 2017.
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.
Dated:
April 5, 2017
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PROPANC
HEALTH GROUP CORPORATION
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By:
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/s/
James Nathanielsz
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James
Nathanielsz
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President
and Chief Executive Officer
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Propanc Biopharma (PK) (USOTC:PPCB)
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