Bio Path Holdings Inc (BPTH)

[SJSTOCKSHARK]

UNBELIAVABLE!

I guess I was totally wrong that PN would not raise funds at these levels but this certainly explains why there was an incentive to short the stock.

Bio-Path Holdings Inc. (BPTH) filed a Form 8K - Modification to Shareholders Rights - with the U.S Securities and Exchange Commission on May 21, 2017.

The information contained above in Item 1.01 is hereby incorporated by reference into this Item 3.03.

The full text of this SEC filing can be retrieved at: http://www.sec.gov/Archives/edgar/data/1133818/ 000114420417028733/v467559_8k.htm

Any exhibits and associated documents for this SEC filing can be retrieved at: http://www.sec.gov/Archives/edgar/data/ 1133818/000114420417028733/0001144204-17-028733-index.htm

Public companies must file a Form 8-K, or current report, with the SEC generally within four days of any event that could materially affect a company's financial position or the value of its shares.


Here is the gist of the deal:

Item 1.01 Entry into a Material Definitive Agreement.



As previously reported, on January 15, 2014, Bio-Path Holdings, Inc. (the “Company”) entered into a securities purchase agreement with certain investors pursuant to which the Company agreed, among other things, to issue warrants (the "2014 Warrants") to purchase up to 2,500,000 shares of common stock of the Company, par value $0.001 (“Common Stock”), to such investors in a registered direct offering. Also as previously reported, on June 29, 2016, the Company entered into a securities purchase agreement with certain investors pursuant to which the Company agreed, among other things, to issue warrants (the "2016 Warrants" and together with the 2014 Warrants, the "Original Warrants") to purchase up to 2,941,176 shares of Common Stock to such investors in a registered direct offering. The exercise price of the 2014 Warrants is $4.74 per share, and the exercise price of the 2016 Warrants is $2.30 per share.



On May 21, 2017, the Company entered into Warrant Exercise Agreements (the “Exercise Agreements”) with certain holders of the Original Warrants (the "Exercising Holders"), which Exercising Holders own, in the aggregate, Original Warrants exercisable for 4,411,764 shares of Common Stock. Pursuant to the Exercise Agreements, the Exercising Holders and the Company agreed that the Exercising Holders would exercise their Original Warrants with respect to 4,300,000 shares of Common Stock underlying such Original Warrants for a reduced exercise price equal to $0.38 per share (the "Reduced Exercise Price"). The Exercising Holders may also exercise their Original Warrants for the remaining 111,764 shares of Common Stock underlying such Original Warrants (the "Remaining Shares") for the Reduced Exercise Price; provided, however, that, to the extent the Exercising Holders do not exercise such Original Warrants with respect to the Remaining Shares within a certain period of time after execution of the Exercise Agreements, such Original Warrants shall terminate and no longer be of any force or effect. In addition, the Company will issue to each Exercising Holder a new warrant (each, a "New Warrant") to purchase shares of Common Stock equal to the number of shares of Common Stock received by such Exercising Holder upon exercise of such Exercising Holder's Original Warrants. The terms of the New Warrants will be substantially similar to the terms of the Original Warrants, except that the New Warrants will (i) be exercisable immediately upon issuance for a period of five years from the closing date of the Exercise Agreements and (ii) have an exercise price equal to $0.60 per share.



The issuance of the New Warrants will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws. The New Warrants will be issued in reliance on the exemption from registration provided by Section 4(a)(2) under the Securities Act and/or Regulation D promulgated thereunder. Each Exercising Holder has represented that it is an accredited investor, as defined in Rule 501 of Regulation D promulgated under the Securities Act



The Company expects to receive aggregate gross proceeds of approximately $1.68 million from the exercise of the Original Warrants by the Exercising Holders. In connection with the Exercise Agreements, the Company engaged Oppenheimer & Co. Inc. ("Oppenheimer") to act as the Company's financial advisor. The Company has agreed to pay Oppenheimer a cash fee equal to seven percent of the aggregate gross proceeds.....


WHY DO THIS NOW AT THESE PRICES?