Blue Water Biotech issues Series A convertible to Veru to satisfy $4M payment

Onconetix, Inc.

Entered exclusive 3-year distribution deal with Cardinal Health; start-up fee $15,500, monthly fee $7,000.
Amended Veru asset purchase: $4M Sep 30 installment satisfied by $1M cash + 3,000 Series A Preferred shares.
Series A Preferred converts to ~5.7M common shares at $0.5254, one-year lock, subject to shareholder approval by Dec 31, 2023.
Preferred shares unregistered, liquidation preference $1,000/share, no voting except on significant matters.
Company must use best efforts to obtain shareholder approval and include underlying shares in next resale registration.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Onconetix, Inc. entered into Exclusive Distribution Agreement with Cardinal Health 105, LLC valued at Three-year term, one-time start-up fee of $15,500, monthly account management fee of $7,000 (effective 2023-09-20).

Action: entry
Agreement: supply
Counterparty: Cardinal Health 105, LLC
Value: Three-year term, one-time start-up fee of $15,500, monthly account management fee of $7,000
Effective: 2023-09-20

Exact text from the filing

On September 21, 2023, Blue Water Biotech, Inc. (the "Company") entered into an Exclusive Distribution Agreement (the "Exclusive Distribution Agreement"), effective as of September 20, 2023 (the "Effective Date"), with Cardinal Health 105, LLC ("Cardinal Health").

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Onconetix, Inc. amended Amendment to Asset Purchase Agreement with Veru Inc. with Veru Inc. valued at Amendment of $4 million installment payment to $1 million cash plus issuance of 3,000 shares of Seri (effective 2023-09-29).

Action: amendment
Agreement: asset purchase
Counterparty: Veru Inc.
Value: Amendment of $4 million installment payment to $1 million cash plus issuance of 3,000 shares of Seri
Effective: 2023-09-29

Exact text from the filing

On September 29, 2023, the Company entered into an Amendment (the "Amendment") of the Asset Purchase Agreement (the "Purchase Agreement"), dated as of April 19, 2023, by and between the Company and Veru Inc., a Wisconsin corporation ("Veru") relating to the sale of the product ENTADFI TM .

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Onconetix, Inc. filing history →

Source: SEC EDGAR

accession 0001013762-23-000742

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