Item 1.01 Entry into a Material Definitive Agreement.
On
The Company expects to use the net proceeds from the Private Placement for working capital general corporate purposes. The Subscription Agreement includes customary representations, warranties and covenants of the Company. The Company agreed to indemnify the Purchasers and certain of their affiliates from breaches of the representations, warranties or covenants made by the Company in the Subscription Agreement. The Private Placement Shares were issued and sold by the Company to the Purchasers in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") afforded by Section 4(a)(2) of the Securities Act.
In connection with the Private Placement, the Company entered into a
registration rights agreement (the "Registration Rights Agreement"), pursuant to
which the Company has agreed, subject to customary exceptions, to file, no later
than fifteen (15) calendar days after the Company files its Annual Report on
Form 10-K for the fiscal year ended
The foregoing descriptions of the Subscription Agreement and the Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Subscription Agreement and Registration Rights Agreement are attached hereto as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 8.01 Other Events.
On
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
Exhibit Description 10.1 Subscription Agreement, datedJanuary 27, 2022 , by and between the Company and the Purchasers. 10.2 Registration Rights Agreement, datedJanuary 27, 2022 , by and between the Company and the Purchasers. 99.1 Press Release issued bySmartKem, Inc. onJanuary 27, 2022 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL Document).
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