Current Report Filing (8-k)
July 01 2016 - 3:20PM
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)
July 1,
2016
VACCINOGEN, INC.
(Exact Name of Registrant as Specified in
its Charter)
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Maryland
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000-54997
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14-1997223
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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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949 Fell Street, Baltimore, MD
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21231
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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:
(410) 387-4000
(Former Name or 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 (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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Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
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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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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 Material Definitive Agreement.
Amendments to Promissory Notes Issued to Dolphin Offshore
Partners, LP and KLP Enterprises, LLC
On July 1, 2016, Vaccinogen,
Inc. (the “
Company
”) entered into agreements (the “
Amendments
”) with the respective counterparties
to amend both (i) that certain Unsecured Promissory Note (the “
Dolphin Note
”) issued to Dolphin Offshore Partners, LP
in a principal amount of One Million Six Hundred Thousand Dollars ($1,600,000), bearing interest at a rate of nine percent (9%)
per annum, and (ii) that certain Unsecured Promissory Note (the “
KLP Note
” and together with the Dolphin
Note, the “
Notes
”) issued to KLP Enterprises, LLC in a principal amount of One Million Six Hundred Thousand
Dollars ($1,600,000), bearing interest at a rate of nine percent (9%) per annum. The Amendments extend the maturity dates of both
Notes to August 15, 2016. The Amendments do not otherwise alter, amend or modify the terms of the Notes.
This description of
the Amendments does not purport to be complete and is qualified in its entirety by reference to the Amendments attached as exhibits
to this Current Report on Form 8-K and incorporated herein by reference.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and
Exhibits.
Exhibit
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Number
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Description
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10.1
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Amendment to $1,600,000 Unsecured Promissory Note (Dolphin)
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10.2
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Amendment to $1,600,000 Unsecured Promissory Note (KLP)
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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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VACCINOGEN, INC.
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Date: July 1, 2016
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By:
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/s/ Andrew L. Tussing
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Andrew L. Tussing
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Chairman and Chief Executive Officer
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Exhibit Index
Exhibit
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Number
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Description
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10.1
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Amendment to $1,600,000 Unsecured Promissory Note (Dolphin)
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10.2
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Amendment to $1,600,000 Unsecured Promissory Note (KLP)
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