Can B Corp: Amended Articles of Incorporation to add a provision required by Section 607.11045(g) of the FBCA regarding stockholder approval for certain acts or transactions (effective 2015-10-25).
“On October 25, 2015, the Articles of Incorporation of Can B (the “Can B Charter”) was amended pursuant to the Nascent Merger to add a provision, which is required by Section 607.11045(g)_ of the FBCA, that provides that any act or transaction by or involving Can B, other than the election or removal of directors, that requires for its adoption under the FBCA or the Can B Charter the approval of the stockholders of Can B shall require the approval of the stockholders of Nascent by the same vote as is required by the FBCA and/or the Can B Charter.”
Restructurings & Charges
Can B Corp announced a restructuring with charges of up to $132,000 affecting hemp division.
“the Company will no longer pursue the development, manufacture or sale of hemp derived products. The Company expects to issue approximately 4,825,000 shares of its common stock and return approximately 1.4 million pounds of biomass to a supplier in connection with the termination of a hemp processing agreement. In addition, the Company expects to incur lease termination costs of up to $132,000 in connection with the termination of its hemp operations.”
Auditor Changes
Can B Corp dismissed BF Borgers CPA PC as its auditor.
“Effective May 6, 2024, Can B Corp. (the "Company) dismissed BF Borgers CPA PC ("BF Borgers") as its independent registered public accounting firm.”
Debt Financings
Can B Corp incurred convertible notes of $75,000 with ClearThink Capital Partners, LLC at 12% per annum maturing November 29, 2024.
“On February 29, 2024, Can B Corp. (the "Company") completed the sale of a promissory note in the principal amount of $75,000 to ClearThink Capital Partners, LLC ("ClearThink").”
M&A Transactions
Can B Corp completed a disposition involving multiple bidders for approximately $300,000 (closed 2024-03-14).
“of assets of the hemp division of Can B Corp. (the “Company”) under Article 9 of the Uniform Commercial Code was completed. The auction resulted in proceeds of approximately $300,000 from the sale of certain equipment to multiple bidders, which has been applied to the Company’s obligations under Convertible Notes held by Arena Special Opportunities Partners I,”
Debt Financings
Can B Corp reported a default on convertible notes of approximately $3,838,770 aggregate principal amount with Arena Special Opportunities Partners I, LP, Arena Special Opportunities Fund, LP and Arena Investors, LP.
“The Arena Entities collectively hold approximately $3,838,770 aggregate principal amount of Convertible Notes (the “Notes”) issued by the Company.”
Debt Financings
Can B Corp incurred loan of $156,250 with Walleye Opportunities Fund, Ltd. at non-interest bearing, except in the case of the event of a default, in which cas maturing October 27, 2024.
“On October 27, 2023, Can B Corp., a Florida corporation (the “Company”), completed the sale of a promissory note (the “Initial Note”) in the principal amount of $156,250 to Walleye Opportunities Fund, Ltd. (the “Investor”) pursuant to a Securities Purchase Agreement between the Company and the Investor (the “Stock Purchase Agreement”).”
Material Agreements
Can B Corp entered into Stock Purchase Agreement with Walleye Opportunities Fund, Ltd. valued at $156,250 (effective 2023-10-27).
“On October 27, 2023, Can B Corp., a Florida corporation (the “Company”), completed the sale of a promissory note (the “Initial Note”) in the principal amount of $156,250 to Walleye Opportunities Fund, Ltd. (the “Investor”) pursuant to a Securities Purchase Agreement between the Company and the Investor (the “Stock Purchase Agreement”).”
Debt Financings
Can B Corp amended loan of Aggregate principal amount of $852,000 with Arena Special Opportunities Partners I, L.P. at Not specified in excerpt maturing Original maturities between August 24, 2022 and April 12, 2023; exchanged for a single note maturing September 1, 2023.
“Notes . Contemporaneous with the sale of the Note and Warrant to the Investor, Arena Special Opportunities Partners I, L.P. and Arena otes in the aggregate principal amount of $852,000 having maturity dates between August 24, 2022 and April 12, 2023 agreed to exchange the notes for a single note that matures on September 1, 2023. ITEM 2.03. CREATION OFA DIRECT”
Debt Financings
Can B Corp incurred loan of $1,823,529 principal amount (purchase price $1,550,000 with 15% original issue discount) with Investor at Non-interest bearing; default interest at 18% per annum maturing Payable in nine monthly installments of $232,500 commencing April 27, 2023, final payment approximately January 2024.
“On March 2, 2023, Can B Corp., a Florida corporation (the “Company”), completed the sale of a promissory note (the “Note”) in the principal amount of $1,823,529 to an investor (the “Investor”) pursuant to a Securities Purchase Agreement dated as of February 27, 2023.”
Material Agreements
Can B Corp entered into Securities Purchase Agreement with Investor valued at $1,823,529 principal amount; $1,550,000 purchase price with 15% original issue discount (effective 2023-02-27).
“On March 2, 2023, Can B Corp., a Florida corporation (the “Company”), completed the sale of a promissory note (the “Note”) in the principal amount of $1,823,529 to an investor (the “Investor”) pursuant to a Securities Purchase Agreement dated as of February 27, 2023.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.