8-K - Artelo Biosciences, Inc. | StockGist

AI Analysis

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Artelo Biosciences completed a $11.0 million private placement on March 30, 2026, issuing shares and warrants to accredited investors, with proceeds intended for working capital, debt repayment, and general corporate purposes.

Key Takeaways

1The company raised approximately $11.0 million in gross proceeds through a private placement of shares and warrants, with net proceeds of $10,031,902.37.

2The offering included 81,000 shares of common stock at $3.45 per share, pre-funded warrants for 3,107,407 shares at $0.001 exercise price, and common warrants for 6,376,814 shares at $3.20 exercise price.

3H.C. Wainwright & Co. acted as exclusive placement agent, receiving an 8.0% cash fee on gross proceeds and warrants to purchase 255,073 shares at $4.3125 per share.

4The company entered into a registration rights agreement requiring it to file a registration statement within 15 days to register the resale of the securities.

5The company believes the net proceeds provide it with stockholders' equity in excess of $2.5 million, which may help it regain compliance with Nasdaq listing rules.

Current Report Details

Event Type

Material Agreement+4 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

Entry into a Material Definitive Agreement.** On March 27, 2026, Artelo Biosciences, Inc. (the “Company”) entered into a securities purchase agreement (the “Pur

Material Agreement

$3.45$3.20$3.45$3.45

Source Document

3.02

** **Unregistered Sales of Equity Securities.** The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated hereby reference. T

Securities Issuance

7.01

(including Exhibit 99.1 and Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchan

Regulation Fd

8.01

Other Events.** As previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on February 5, 2026, on February 2, 2026, the Company rec

Other Event

$2.5M$10.0K$2.5M

9.01

** **Financial Statements and Exhibits.** (d) Exhibits | Exhibit No. | | Description | |---|---|---| | 4.1 | | Form of Pre-Funded Warrant | | 4.2 | | Form of Co

Exhibits Only

Source Document

Transaction Details

Material Agreement

Agreement: Securities Purchase Agreement, Registration Rights Agreement
Parties: Artelo Biosciences, Inc. and certain accredited investors

•Company agreed to file a registration statement within fifteen calendar days
•Registration statement to be declared effective within forty-five calendar days (or seventy-five calendar days in event of full review)
•Registration covers resale of Shares and Warrant Shares

Exhibits (8)

10.1

SECURITIES PURCHASE AGREEMENT

10.2

REGISTRATION RIGHTS AGREEMENT

4.1

FORM OF PRE-FUNDED WARRANT

4.2

FORM OF COMMON WARRANT

4.3

FORM OF PLACEMENT AGENT WARRANT

8-K

FORM 8-K

99.1

PRESS RELEASE

99.2

PRESS RELEASE