Current Report Filing (8-k)
January 30 2018 - 7:02AM
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):
January 25, 2018
PROVECTUS
BIOPHARMACEUTICALS, INC.
(Exact
name of registrant as specified in charter)
Delaware
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001-36457
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90-0031917
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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10025
Investment Drive, Suite 250, Knoxville, TN 37932
(Address
of Principal Executive Offices)
(866)
594-5999
(Registrant’s
Telephone Number, Including Area Code)
(Former
name or former address, if changed since last report)
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:
[ ]
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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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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.
On
January 25, 2018, Provectus Biopharmaceuticals, Inc. (the “Company”) issued a secured convertible promissory note
in favor of Eric A. Wachter (“Wachter”), the Company’s Chief Technology Officer, in the original principal amount
of $500,000 (“Wachter’s Second PRH Note”). The terms of Wachter’s Second PRH Note, including the terms
of its payment and the conditions under which it may be accelerated, are substantially identical to the terms of the notes the
Company issued to a group of the Company’s stockholders (the “PRH Group”) pursuant to that certain Definitive
Financing Commitment Term Sheet by and between the Company and the PRH Group, effective as of March 19, 2017 (individually a “PRH
Note” and collectively, the “PRH Notes”). The terms of the PRH Notes were disclosed in the Company’s Current
Report on Form 8-K filed by the Company with the Commission on April 4, 2017. The foregoing description of Wachter’s Second
PRH Note does not purport to be complete and is qualified in its entirety by reference to Wachter’s Second PRH Note, a copy
of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item
2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The
information disclosed in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item
8.01. Other Events.
As
of December 31, 2017, pursuant to the terms of the Stipulated Settlement Agreement and Mutual Release made and entered into by
and between the Company and Wachter on June 6, 2014, Wachter prepaid a portion of his cash repayment obligation in the amount
of approximately $280,000 by applying accrued but unpaid business expenses incurred in 2016 and 2017.
Item 9.01.
Financial Statements and Exhibits.
(d)
Exhibits.
SIGNATURE
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.
Date:
January 30, 2018
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PROVECTUS
BIOPHARMACEUTICALS, INC.
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By:
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/s/
Timothy C. Scott
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Timothy
C. Scott
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President
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