{"schema_version":"secwatch.filing_event.v1","accession":"0001213900-23-090732","form_type":"8-K","ticker":"FRMM","cik":"0001690080","company_name":"FORUM MARKETS Inc","filed_at":"2023-11-29T23:59:59+00:00","discovered_at":"2026-05-14T18:03:30.069529+00:00","generated_at":"2026-06-07T20:20:16.358113+00:00","sec_items":["1.01","3.02","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"180 Life Sciences amends SPA, issues new warrants to regain Nasdaq compliance","bullets":["Purchaser pays additional $830,769.30 for repricing of August shares and pre-funded warrants.","Company issues new pre-funded warrants for 4,886,878 shares and common warrants for 9,064,098 shares at $0.17 exercise price.","Existing warrants amended to same $0.17 exercise price and five-year expiration after stockholder approval.","Closing expected Dec 1, 2023; company expects to regain compliance with Nasdaq Listing Rule 5635(d).","Company must hold stockholder meeting within 90 days of closing to approve warrant share issuance."],"urls":{"canonical":"https://secwatch.observer/filing/0001213900-23-090732","json":"https://secwatch.observer/filing/0001213900-23-090732.json","markdown":"https://secwatch.observer/filing/0001213900-23-090732.md","text":"https://secwatch.observer/filing/0001213900-23-090732.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1690080/000121390023090732/0001213900-23-090732-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1690080/000121390023090732/ea189187-8k_180life.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-07T20:20:16.358113+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"141686871f7b386c4ad9fdbe9c40e89a47b6ef3f","claim":"FORUM MARKETS Inc amended Securities Purchase Agreement Amendment No. 1 with a certain institutional investor (the Purchaser) valued at Additional $830,769.30 repricing amount; issuance of pre-funded warrants to purchase up to 4,886,878 (effective 2023-11-28).","evidence_excerpt":"On November 28, 2023, the Company entered into Amendment No. 1 to the August SPA with the Purchaser (the \" SPA Amendment \"), pursuant to which (i) the Purchaser agreed to pay an additional $830,769.30 in connection with the repricing of the August Shares and August Pre-Funded Warrants (the \" Repricing Amount \"), (ii) the Company agreed to issue to the Purchaser (x) pre-funded warrants to purchase up to 4,886,878 shares of Common Stock, with an exercise price of $0.0001 per share (the \" Pre-Funded Warrants \"), and (y) warrants to purchase up to 9,064,098 shares of Common Stock, with an exercise price of $0.17 per share (the \" Common Warrants \" and, together with the Pre-Funded Warrants, the \" Warrants \"), and (iii) the Company and the Purchaser agreed to enter into the Warrant Amendment Agreement","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690080/000121390023090732/0001213900-23-090732-index.htm","confidence":0.95,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"a certain institutional investor (the Purchaser)"},{"label":"Value","value":"Additional $830,769.30 repricing amount; issuance of pre-funded warrants to purchase up to 4,886,878"},{"label":"Effective","value":"2023-11-28"}],"fact_type":"material_agreement"},{"claim_id":"63c4df753ae8669e54fc3c2f8f44181a56fc350d","claim":"FORUM MARKETS Inc entered into Warrant Agent Agreement with Continental Stock Transfer & Trust Company valued at Continental will act as warrant agent with respect to the Warrants to be issued by the Company (effective 2023-12-01).","evidence_excerpt":"Simultaneously with the closing of the transactions, the Company expects to enter into a warrant agent agreement (the \" Warrant Agent Agreement \") with Continental Stock Transfer & Trust Company (\" Continental \"), pursuant to which Continental will act as warrant agent with respect to the Warrants to be issued by the Company.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690080/000121390023090732/0001213900-23-090732-index.htm","confidence":0.8,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Continental Stock Transfer & Trust Company"},{"label":"Value","value":"Continental will act as warrant agent with respect to the Warrants to be issued by the Company"},{"label":"Effective","value":"2023-12-01"}],"fact_type":"material_agreement"},{"claim_id":"7aa3ce638634971df335ecb1282176ac20b3010a","claim":"FORUM MARKETS Inc amended Warrant Amendment Agreement with the Purchaser (a certain institutional investor) valued at Amends existing common warrants issued on various dates to have an exercise price of $0.17 per share (effective 2023-11-28).","evidence_excerpt":"In accordance with the SPA Amendment, the Company entered into a warrant amendment agreement with the Purchaser, dated November 28, 2023 (the \" Warrant Amendment Agreement \"), whereby the Company agreed to amend the following outstanding warrants held by the Purchaser: (i) warrants to purchase up to 2,571,429 shares of Common Stock, issued on December 22, 2022, and amended in January 2023, April 2023 and August 2023; (ii) warrants to purchase up to 306,604 shares of Common Stock, issued on July 20, 2022 and amended in April 2023 and August 2023; (iii) warrants to purchase up to 1,570,680 shares of Common Stock, issued on April 10, 2023 and August 2023; and (iv) warrants to purchase up to 4,615,385 shares of Common Stock underlying the August Common Warrants (collectively, the \" Existing Common Warrants \")","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690080/000121390023090732/0001213900-23-090732-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Counterparty","value":"the Purchaser (a certain institutional investor)"},{"label":"Value","value":"Amends existing common warrants issued on various dates to have an exercise price of $0.17 per share"},{"label":"Effective","value":"2023-11-28"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}