o None
Entity Type
0000034956
OXYGEN BIOTHERAPEUTICS, INC.
SYNTHETIC BLOOD INTERNATIONAL INC
SINEQUANON CORP
 
x Corporation
o Limited Partnership
o Limited Liability Company
o General Partnership
o Business Trust
o Other
Name of Issuer
 TENAX THERAPEUTICS, INC.
Jurisdiction of Incorporation/Organization
DELAWARE
 
Year of Incorporation/Organization
  x Over Five Years Ago
  o Within Last Five Years (Specify Year)  
  o Yet to Be Formed  



2. Principal Place of Business and Contact Information
Name of Issuer  
 TENAX THERAPEUTICS, INC.  
Street Address 1 Street Address 2
 ONE COPLEY PARKWAY  ONE COPLEY PARKWAY
City State/Province/Country ZIP/Postal Code Phone No. of Issuer
 MORRISVILLE  NORTH CAROLINA  27560  (919) 855-2100 



3. Related Persons
Last Name First Name Middle Name
Jebsen Michael B.
Street Address 1 Street Address 2
One Copley Parkway
City State/Province/Country ZIP/Postal Code
Morrisville NORTH CAROLINA 27560
Relationship: x Executive Officer o Director o Promoter
Clarification of Response (if Necessary)
 

Last Name First Name Middle Name
Blanck Ronald R.
Street Address 1 Street Address 2
One Copley Parkway Suite 490
City State/Province/Country ZIP/Postal Code
Morrisville NORTH CAROLINA 27560
Relationship: o Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

Last Name First Name Middle Name
Pepin Gregory
Street Address 1 Street Address 2
One Copley Parkway Suite 490
City State/Province/Country ZIP/Postal Code
Morrisville NORTH CAROLINA 27560
Relationship: o Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

Last Name First Name Middle Name
Mitchum James
Street Address 1 Street Address 2
One Copley Parkway Suite 490
City State/Province/Country ZIP/Postal Code
Morrisville NORTH CAROLINA 27560
Relationship: o Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

 
Last Name First Name Middle Name
Rallis Chris A.
Street Address 1 Street Address 2
One Copley Parkway Suite 490
City State/Province/Country ZIP/Postal Code
Morrisville NORTH CAROLINA 27560
Relationship: o Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

Last Name First Name Middle Name
Proehl Gerald
Street Address 1 Street Address 2
One Copley Parkway Suite 490
City State/Province/Country ZIP/Postal Code
Morrisville NORTH CAROLINA 27560
Relationship: o Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

Last Name First Name Middle Name
DiTonno Anthony
Street Address 1 Street Address 2
One Copley Parkway Suite 490
City State/Province/Country ZIP/Postal Code
Morrisville NORTH CAROLINA 27560
Relationship: x Executive Officer x Director o Promoter
Clarification of Response (if Necessary)
 

 


4. Industry Group
o Agriculture   Health Care o Retailing
  Banking & Financial Services   o Biotechnology o Restaurants
  o Commercial Banking   o Health Insurance   Technology
  o Insurance   o Hospitals & Physicians   o Computers
  o Investing   x Pharmaceuticals   o Telecommunications
  o Investment Banking   o Other Health Care   o Other Technology
  o Pooled Investment Fund

        Travel
  o Other Banking & Financial Services o Manufacturing   o Airlines & Airports
  Real Estate   o Lodging & Conventions
  o Commercial   o Tourism & Travel Services
  o Construction   o Other Travel
  o REITS & Finance o Other
  o Residential  
  o Other Real Estate  
o Business Services  
  Energy  
  o Coal Mining  
  o Electric Utilities  
  o Energy Conservation  
  o Environmental Services  
  o Oil & Gas  
  o Other Energy  


5. Issuer Size
Revenue Range Aggregate Net Asset Value Range
o No Revenues o No Aggregate Net Asset Value
o $1 - $1,000,000 o $1 - $5,000,000
o $1,000,001 - $5,000,000 o $5,000,001 - $25,000,000
o $5,000,001 - $25,000,000 o $25,000,001 - $50,000,000
o $25,000,001 - $100,000,000 o $50,000,001 - $100,000,000
o Over $100,000,000 o Over $100,000,000
x Decline to Disclose o Decline to Disclose
o Not Applicable o Not Applicable


6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
o Rule 504(b)(1) (not (i), (ii) or (iii)) o Rule 505
o Rule 504 (b)(1)(i) x Rule 506(b)
o Rule 504 (b)(1)(ii) o Rule 506(c)
o Rule 504 (b)(1)(iii) o Securities Act Section 4(a)(5)
  o Investment Company Act Section 3(c)

7. Type of Filing
x New Notice Date of First Sale  2020-07-08 o First Sale Yet to Occur
o Amendment

8. Duration of Offering
Does the Issuer intend this offering to last more than one year? o Yes x No

9. Type(s) of Securities Offered (select all that apply)
o Pooled Investment Fund Interests o Equity
o Tenant-in-Common Securities o Debt
o Mineral Property Securities x Option, Warrant or Other Right to Acquire Another Security
x Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security o Other (describe)
   


10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? o Yes x No
 
Clarification of Response (if Necessary)  
  

11. Minimum Investment
Minimum investment accepted from any outside investor $ 0 USD

12. Sales Compensation
Recipient Recipient CRD Number o None
 H.C. Wainwright & Co., LLC  375
(Associated) Broker or Dealer x None (Associated) Broker or Dealer CRD Number x None
     
Street Address 1 Street Address 2
 430 Park Avenue  3rd Floor
City State/Province/Country ZIP/Postal Code
 New York  NEW YORK  10022
State(s) of Solicitation x All States o Foreign/Non-US
 

Recipient Recipient CRD Number o None
 Ladenburg Thalmann & Co. Inc.  505
(Associated) Broker or Dealer x None (Associated) Broker or Dealer CRD Number x None
     
Street Address 1 Street Address 2
 4400 Biscayne Boulevard, 14th Floor   
City State/Province/Country ZIP/Postal Code
 Miami  FLORIDA  33137
State(s) of Solicitation x All States o Foreign/Non-US
 

 



13. Offering and Sales Amounts
Total Offering Amount $ 5173587 USD o Indefinite
Total Amount Sold $ 5173587 USD  
Total Remaining to be Sold $ 0 USD o Indefinite
 
Clarification of Response (if Necessary)
 The amount sold reflects the purchase amount of the warrant issued to the investor and the warrant issued to H.C. Wainwright & Co., LLC, the placement agent ol the private placement.


14. Investors
o Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of such non-accredited investors who already have invested in the offering
 
  Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: 1


15. Sales Commissions & Finders’ Fees Expenses
Provide separately the amounts of sales commissions and finders' fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions $ 1407900 USD x Estimate
Finders' Fees $ 0 USD o Estimate
 
Clarification of Response (if Necessary)
 Placement Agent received $767,900 in fees and a warrant for 238,194 shares of common stock exercisable at $1.2848/share. Prior placement agent received tail fee of $640,000 and a warrant for 311,344 shares of common stock exercisable at $1.2848/share.


16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
  $ 0 USD o
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