Galera Therapeutics, Inc. (GRTX): M&A transaction — Galera Therapeutics acquires Nova Pharmaceuticals in merger; issues Series B Preferred and closes $2.885M PIPE

Galera Therapeutics, Inc.

Acquisition closed Dec 30; Galera issued 119,318 shares of Series B Non-Voting Convertible Preferred (1,000-to-1 conversion).
Raised $2.885M via private placement of 44,111,260 common shares and pre-funded warrants.
Three directors resigned (Powell, West, Cunningham); Nancy Chang and Michael Friedman appointed as Class I directors.
Board reduced from six to five; stockholders to vote on Series B conversion and reverse split within 12-18 months.
90-day lock-up on shares from merger for certain securityholders and directors/officers.

item 1.01 item 5.03 item 2.01 item 3.02 item 3.03 item 5.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Galera Therapeutics, Inc.: Galera intends to file a Certificate of Elimination to eliminate the Series A Junior Participating Preferred Stock designation, returning those shares to authorized but unissued preferred stock (effective 2024-12-31).

Change: charter amendment
Effective: 2024-12-31

Exact text from the filing

Galera intends to file a Certificate of Elimination eliminating from its Certificate of Incorporation, as amended, the designation of certain shares of its preferred stock as Series A Junior Participating Preferred Stock, which had been designated for potential use in connection with the Rights Agreement.

View on SEC.gov

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Galera Therapeutics, Inc. completed an acquisition involving Nova Pharmaceuticals, Inc. for 119,318.285 shares of preferred stock, par value $0.001 per share, designated as Series B Non-Voting Convertible Preferred Stock (closed 2024-12-30).

Action: acquisition
Counterparty: Nova Pharmaceuticals, Inc.
Consideration: 119,318.285 shares of preferred stock, par value $0.001 per share, designated as Series B Non-Voting Convertible Preferred Stock
Closing: 2024-12-30

Exact text from the filing

(17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.001 par value per share GRTX OTC Pink Market Series A Junior Participating Preferred Stock (Purchase Rights) N/A OTC Pink Market Indicate by check mark whether the registrant is an

View on SEC.gov

59 governance changes filed in the last 30 days. Browse all governance changes →

Galera Therapeutics, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-24-287073

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.