GELESIS HOLDINGS, INC.: debt financing — Gelesis issues $2M additional notes to PureTech, warrants at $0.0182/share; delisting from NYSE

GELESIS HOLDINGS, INC.

Issued $2.0M additional convertible notes to PureTech Health on May 1, 2023; new warrants for 192,307,692 shares at $0.0182 exercise.
Initial warrant amended to remove stockholder approval requirement due to NYSE delisting process.
Notes maturity July 31, 2023, extendable to March 31, 2024 if $10M raised from other notes.
Further note purchases contingent on OTC reclassification of Plenity and agreement on acquisition of Gelesis by PureTech.
Most favored investor provision added: PureTech can demand amended terms if better deals offered to others.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

GELESIS HOLDINGS, INC. amended convertible notes of $2.0 million additional notes (aggregate principal amount of $2.0 million) with PureTech Health LLC at Not specified in excerpt maturing July 31, 2023, unless the Company receives gross proceeds from the sale of other notes of at least $10 million prior to July 31, 2023, then March 31, 2024.

Instrument: convertible notes
Principal: $2.0 million additional notes (aggregate principal amount of $2.0 million)
Counterparty: PureTech Health LLC
Rate: Not specified in excerpt
Maturity: July 31, 2023, unless the Company receives gross proceeds from the sale of other notes of at least $10 million prior to July 31, 2023, then March 31, 2024
Event: amendment

Exact text from the filing

On May 1, 2023, Note Parties entered into an amendment No.1 to the NPA (the “Amendment”), pursuant to which, for a cash purchase price of $2.0 million, the Initial Investor waived the Conditions and (i) the Notes Issuers issued to the Initial Investor Additional Notes in the aggregate principal amount of $2.0 (the “First Issuance of Additional Notes”)

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

GELESIS HOLDINGS, INC. amended Amendment No.1 to the Note and Warrant Purchase Agreement with PureTech Health LLC valued at $2.0 million (effective 2023-05-01).

Action: amendment
Agreement: notes offering
Counterparty: PureTech Health LLC
Value: $2.0 million
Effective: 2023-05-01

Exact text from the filing

On May 1, 2023, Note Parties entered into an amendment No.1 to the NPA (the “Amendment”), pursuant to which, for a cash purchase price of $2.0 million, the Initial Investor waived the Conditions and (i) the Notes Issuers issued to the Initial Investor Additional Notes in the aggregate principal amount of $2.0 (the “First Issuance of Additional Notes”) and (ii) the Company issued to the Initial Investor additional warrants to purchase up to 192,307,692 shares of Common Stock, at an exercise price of $0.0182 (the “New Warrant”).

View on SEC.gov

Browse all debt financings →

Source: SEC EDGAR

accession 0000950170-23-017171

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.