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Re: bme post# 28150

Friday, 07/08/2016 12:46:40 PM

Friday, July 08, 2016 12:46:40 PM

Post# of 118415
How would you read this?

Item 1.01

On May 26, 2016 Regen BioPharma, Inc. (“Regen”) entered into an agreement (“Agreement”) with Objective Capital Partners, LLC and BA Securities, LLC. Pursuant to the Agreement, Objective Capital Partners, LLC and BA Securities, LLC (collectively the “Advisors”) serve as Regen’s sole and exclusive agent for the purpose of

(a) identifying opportunities for a Partnership (“Partnership”), as such term is defined in the Agreement
(b) identifying opportunities for a “Sale” (as defined below) as such term is defined in the Agreement
(c) advising Regen concerning opportunities for such Partnership and Sale and
(d) as requested by Regen, participating on Regen’s behalf in negotiations concerning such Partnership or Sale.
The term of the Agreement shall continue until terminated by either party at any time by giving the other party at least 30 days prior written notice.

Consideration to the Advisors shall consist of:

A monthly retainer of $10,000 to be paid to BA Securities, LLC during the course of the Agreement(Emphasis mine)

Fees to be paid as follows:

If a Partnership or Sale occurs or a future Sale or Partnership is agreed through an option or other similar agreement during the term of the Agreement or at any time during a period of 12 months following the effective date of termination of the Agreement then

(a) upon consummation of a Sale, the Company shall pay to BA Securities, LLC the greater of (i) $250,000 or (ii) 3% of the Sale Consideration (as such term is defined in the Agreement) involved in the Sale (“Sale Fee”),
(b) upon consummation of a Partnership, the Company shall pay to BA Securities, LLC a transaction fee equal to 5% of the Partnership Consideration ( as such term is defined in the Agreement) involved in the Partnership .
The foregoing description of the Agreement is not complete and is qualified in its entirety by reference to the text of the Agreement , which is attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated in this Item 1.01 by reference.