Palisade Bio Inc (PALI)

[sharky]

PALI In connection with the closing of the Merger and the Pre-Merger Financing, on May 25, 2021, the Company issued to Ecoban (i) a warrant to purchase 18,353 shares of the Company’s common stock (“Common Stock”) at a price of $17.72 per share (the “Ecoban Warrant”) and (ii) 118,833 shares of Common Stock (the “Ecoban Shares”), as payment for a success fee for closing the Merger and Pre-Merger Financing.



The Ecoban Warrant and Ecoban Shares are not registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. The Company has relied on the exemption from the registration requirements of the Securities Act by virtue of Section 4(a)(2) thereof and Rule 506 of Regulation D thereunder. Ecoban represented to the Company that it is an “accredited investor” as defined in Regulation D of the Securities Act and that the Ecoban Warrant and Ecoban Shares were acquired solely for Ecoban’s own account and for investment purposes and not with a view to the future sale or distribution.



$PALI