Current Report Filing (8-k)
May 09 2017 - 6:09AM
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
May
1, 2017
Date
of Report (Date of earliest event reported)
Immune
Therapeutics, Inc.
(Exact
name of registrant as specified in its charter)
Florida
|
|
000-54933
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59-3226705
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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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37
North Orange Ave, Suite 607, Orlando, FL
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32801
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code
888-613-8802
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 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
1.01 Entry into a Material Definitive Agreement
Securities
Purchase Agreement
On
May 1, 2017 (“Effective Date”), Immune Therapeutics, Inc. (the “Company”) entered into a Securities Purchase
Agreement (“SPA”) with Ira Gaines (“Investor”). Pursuant to the SPA, the Company agreed to sell Investor
up to $1,000,000 in common shares at three cents ($0.03) per share (“sale price”). Investor purchased 10,000,000 shares
for $300,000.
Warrant
to Purchase Shares of Common Stock
On
May 1, 2017, the Company also issued Investor a Warrant to Purchase Shares of common stock.
The
terms of the Warrant provide that the Investor may surrender the Warrant to purchase from the Company 1,500,000 fully paid and
non-assessable shares of the Company’s common stock, par value $0.0001 per share. The exercise price for the shares of common
stock, issued pursuant to the Warrant, is fifteen cents ($0.15) per share. The Warrant is exercisable from May 1, 2017 through
May 1, 2022.
Item
3.02 Unregistered Sales of Equity Securities
Please
see Item 1.01, incorporated herein by reference, for discussion relating to the issuance of shares pursuant to the SPA and the
Warrant. These securities were issued pursuant to the exemption in Section 4(a)(2) of the Securities Act of 1933.
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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IMMUNE
THERAPEUTICS, INC.
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Date:
May 8, 2017
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By:
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/s/
Noreen Griffin
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Noreen
Griffin, CEO
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