Item 1.01 Entry into a Material Definitive Agreement.
On
The Company intends to use the net proceeds primarily to expand and accelerate
the development of its electrolyzer technology, as well as for working capital
and general corporate purposes. The closing is expected to occur on or about
The Pre-Funded warrants have an exercise price of
The Warrant is exercisable for a period of five and one-half years from the date
of issuance and has an exercise price of
In connection with the Purchase Agreement, the Company entered into a
registration rights agreement (the "Registration Rights Agreement") with the
Investor. Pursuant to the Registration Rights Agreement, the Company will be
required to file a resale registration statement (the "Registration Statement")
with the
Pursuant to an engagement letter (the "Engagement Letter"), dated as of
The foregoing descriptions of the Purchase Agreement, Warrants, Registration Rights Agreement, Engagement Letter and Placement Agent Warrants described herein are subject to, and qualified in their entirety by, such documents, which are incorporated herein by reference.
Item 3.02 Unregistered Sales of
The disclosure under Item 1.01 above is incorporated herein by reference. In connection with the issuance of the securities described in Item 1.01, the Company relied upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, for transactions not involving a public offering.
1 Item 8.01 Other Events. Press Release
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Company Focus
In addition to developing innovative technologies to increase the capacity and reduce the cost of storing electrical energy, the Company's current focus is on developing an electrolyzer technology to lower the cost of Green Hydrogen production. Hydrogen is the cleanest and most abundant fuel in the universe. It is zero-emission and only produces water vapor when used. However, hydrogen does not exist in its pure form on Earth so it must be extracted.
The Company is developing technologies to significantly reduce or replace rare earth materials with inexpensive earth abundant materials in electrolyzers to help usher in a Green Hydrogen economy.
The Company is also developing innovative technologies to increase the storage capacity, lower the cost and extend the life of lithium-ion batteries for electric vehicles, or EV. The Company has previously developed an innovative material technology to reduce the cost per watt of electricity produced by Photovoltaic, or PV, solar modules. The Company is currently working on a silicon anode material technology intended to reduce the cost of current and future generation of lithium-ion batteries for EVs.
There are two primary types of commercial electrolyzers. The original alkaline electrolyzer and the modern proton exchange membrane (PEM) electrolyzer. However, neither technology can currently produce Green Hydrogen at scale that is cost completive with Grey or Brown Hydrogen sourced from fossil fuels.
PEM electrolysis has the advantage of higher efficiency and quickly reacting to fluctuating input energy, which is ideally matched to the fluctuating nature of solar and wind energy. Its smaller footprint also makes it ideal for distributed systems, which is how most renewable energy systems are implemented.
PEM electrolyzers are expensive because they rely on rare earth materials such
as platinum and iridium - literally stardust found only in asteroids - as
chemical catalysts for the water-splitting reactions. According to
The Company's technology is aimed at lowering the cost of catalysts and key components in PEM electrolyzers by:
? Replacing rare earth materials with inexpensive earth abundant materials,
? Significantly reducing the amount of rare earth materials used, and
? Reducing energy consumption
The Company's electrolyzer technology research and development is conducted at
the
In parallel to our Green Hydrogen technology program described above, the Company is developing a new material processing technology to produce Silicon Oxide Composite anode material. Silicon Oxide Composite Anode has recently received significant interest because of its superior cycle and calendar life performance. The Company anticipates that a new processing technology can be developed to produce a type of Silicon Oxide Composite anode material that will significantly lower the cost of lithium-ion batteries for EVs.
The Company expects to begin marketing its electrolyzer catalyst technologies as soon as a tangible form of quantitative performance demonstration becomes available. The Company's marketing plan includes engaging with manufacturers of existing electrolyzer component and delivery infrastructure, as well as identifying and developing relationships with potential licensing partners with large scale hydrogen generation and supply logistics all over the world.
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The Company will begin marketing its silicon oxide processing technology in partnership with its joint development partners to electric vehicle manufacturers and suppliers of EV batteries when the demonstration of its scaled-up material processing technology becomes available. Potential licensing partners exist in the following industries: electric vehicles, consumer electronics and power tools.
The Company is currently outsourcing its promotion efforts to a public relations firm that is assisting with comprehensive advertising and promotion of the Company. The Company does not have any backlog of orders. The Company does not have any government contracts at this time.
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The Company relies upon confidentiality agreements signed by its employees, consultants and third parties to protect the Company's intellectual property. The Company currently does not have any mechanism for the manufacture and distribution of its own technology products, nor does it have adequate financing to undertake these efforts on its own. BioBacksheet is currently available for licensing only.
Item 9.01 Financial Statements And Exhibits.
d) Exhibits Exhibit No. Description 10.1 Engagement Letter datedJanuary 22, 2021 10.2 Form of Securities Purchase Agreement 10.3 Form of Warrant 10.4 Form of Registration Rights Agreement 10.5 Form of Placement Agent Warrant 10.6 Form of Pre-Funded Warrant 99.1 Press Release issuedJanuary 24, 2021 3
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