Denali SPAC Holdco secures $18M Series A Preferred investment from FutureTech Capital for business combination

Semnur Pharmaceuticals, Inc.

FutureTech Capital commits to purchase 1.8M shares of Series A Convertible Preferred Stock at $10/share ($18M total).
Closing contingent on concurrent consummation of business combination with Longevity Biomedical.
Preferred stock convertible into common at lower of $8.00 or 80% of 20-day VWAP, with $5.00 floor conversion price.
Holders vote with common on as-converted basis and receive dividends as paid on common shares.
Post-combination entity expected to list on Nasdaq as LBIO.

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

Semnur Pharmaceuticals, Inc. entered into Subscription Agreement with FutureTech Capital LLC valued at 1,800,000 shares of Series A Convertible Preferred Stock at $10.00 per share (effective 2023-08-23).

Action: entry
Agreement: equity purchase
Counterparty: FutureTech Capital LLC
Value: 1,800,000 shares of Series A Convertible Preferred Stock at $10.00 per share
Effective: 2023-08-23

Exact text from the filing

On August 23, 2023, Denali SPAC Holdco, Inc., (the “Company”), a subsidiary of Denali Capital Acquisition Corp. (“Denali”), entered into a Subscription Agreement (the “Subscription Agreement”) with FutureTech Capital LLC (the “Investor”), pursuant to which, among other things, the Investor agreed to subscribe for and purchase, and the Company agreed to issue and sell to the Investor, 1,800,000 shares of the Company’s Series A Convertible Preferred Stock, par value $0.0001 per share (the “Preferred Stock”), at a purchase price equal to $10.00 per share (the “Private Placement”) in connection with a financing effort related to the proposed business combination (the “Business Combination”)

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Source: SEC EDGAR

accession 0001213900-23-071031

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