Business Context and Reporting Period
Company: Bone Biologics Corp (BBLG)
Filing Type: Form 8-K (Current Report)
Date of Report: September 27, 2024
Principal Executive Offices: Burlington, MA
Reporting Period: Event-based report regarding a material definitive agreement entered into on September 27, 2024.
Key Financial Metrics
This filing does not report operational financial metrics such as revenue, profit, cash flow, margins, or debt levels. The document focuses exclusively on a capital raising mechanism.
- Aggregate Market Value of Shares Eligible for Sale: $1,143,121
- Commission Rate to Sales Agent: 3.0% of aggregate gross proceeds
- Reimbursable Expenses Cap: Up to $100,000 aggregate
- Due Diligence Fees: $5,000 per annual update; $2,500 per quarterly update
Material Changes
On September 27, 2024, the Company entered into an "At The Market" (ATM) Offering Agreement with H.C. Wainwright & Co., LLC. This agreement authorizes the Company to sell shares of its common stock from time to time through Wainwright as a sales agent. The offering is subject to limitations based on General Instruction I.B.6 of Form S-3.
Guidance, Outlook, and Risks
Management Commentary: The Company is not obligated to sell any shares under the agreement and retains the right to suspend solicitation and offers at any time. The offering will terminate upon the sale of shares with an aggregate price of $1,143,121 or upon termination by either party.
Risks and Contingencies:
- Sales are subject to market conditions and prevailing prices at the time of sale.
- The Company must pay a 3.0% commission on all proceeds generated.
- The offering is subject to customary representations, warranties, and indemnification obligations.
Investor Verification Checklist
- Verify the current market price of BBLG common stock to assess potential dilution impact.
- Review the Company's most recent Form 10-K or 10-Q for actual cash position and liquidity needs.
- Confirm the total number of shares outstanding to calculate the percentage of equity represented by the $1,143,121 offering cap.
- Monitor future filings for actual sales activity under the ATM program.