8-K - Cadrenal Therapeutics, Inc. Common Stock | StockGist

AI Analysis

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Cadrenal Therapeutics entered into a warrant inducement agreement resulting in $2.5 million gross proceeds from exercising 571,430 existing warrants at $4.50/share and issuing new unregistered warrants for the same number of shares.

Key Takeaways

1Holder exercised 571,430 existing warrants at reduced $4.50/share (from $16.50), generating ~$2.5M gross proceeds.

2Company issued Series B-1 Warrants (5-year term) and Series B-2 Warrants (18-month term), each for 571,430 shares at $4.50/share.

3Placement agent H.C. Wainwright receives 7% cash fee and warrants for 37,143 shares at $5.625/share.

4New warrants issued unregistered under Section 4(a)(2)/Rule 506(b); resale registration to be filed within 30 days.

5Proceeds to be used for working capital; 15-day restriction on new share issuances post-closing.

6Closing expected April 1, 2026, subject to customary conditions.

Current Report Details

Event Type

Material Agreement+3 More

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

of this Current Report on Form 8-K and Exhibit 10.1 to this Current Report on Form 8-K regarding the New Warrants are incorporated herein by reference. ** ** **

Material Agreement

Source Document

3.02

. Unregistered Sales of Equity Securities. The disclosure regarding the New Warrants, the New Warrant Shares, the Placement Agent Warrants and the Placement Age

Securities Issuance

3.03

.** **Material Modification to Rights of Security Holders.** To the extent required by Item 3.03 of this Current Report on Form 8-K, the information contained i

Securities Modification

9.01

. Financial Statements and Exhibits.** ** ** | Exhibit No. | | Description | |---|---|---| | 4.1 | | Form of New Warrant | | 4.2 | | Form of Placement Agent War

Exhibits Only

Transaction Details

Material Agreement

Agreement: Inducement Agreement
Parties: Cadrenal Therapeutics, Inc., Holder

•Exercise of 571,430 Existing Warrants at $4.50/share
•Issuance of Series B-1 Warrants (571,430 shares, 5-year term, $4.50 exercise price)
•Issuance of Series B-2 Warrants (571,430 shares, 18-month term, $4.50 exercise price)
•Gross proceeds ~$2.5 million
•H.C. Wainwright placement agent fee 7% + warrants for 37,143 shares at $5.625
•Resale Registration Statement filing within 30 days
•15-day lock-up on new issuances

Exhibits (4)

10.1

FORM OF WARRANT INDUCEMENT AGREEMENT

4.1

FORM OF NEW WARRANT

4.2

FORM OF PLACEMENT AGENT WARRANT

8-K

CURRENT REPORT