SEC Filing Summary: Genesis Biopharma, Inc.
Business Context and Reporting Period
This Form 8-K was filed by Genesis Biopharma, Inc. (not IOVANCE Biotherapeutics, Inc.) on January 3, 2011, reporting events occurring on December 28, 2010. The company is incorporated in Nevada and operates in the biopharmaceutical sector.
Key Financial Metrics
The filing details a capital raise event rather than periodic financial performance. Key metrics include:
- Capital Raised: $595,000.00
- Shares Issued: 595,000 shares of common stock
- Price Per Share: $1.00
- Investor Type: Accredited investors only
The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity positions.
Material Changes
The primary material change is the entry into a material definitive agreement via a private placement offering. The company issued unregistered equity securities in reliance on Section 4(2) of the Securities Act of 1933 and Rule 506 of Regulation D. Investors were granted "piggy-back" registration rights.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook. No specific risks or contingencies are detailed beyond the standard disclosure regarding the unregistered nature of the sale and the reliance on investor accreditation.
Investor Verification Checklist
- Verify the current corporate name and ticker symbol, as the filing references "Genesis Biopharma, Inc." while the request metadata mentioned "IOVANCE Biotherapeutics, Inc."
- Confirm the dilution impact of the 595,000 newly issued shares on existing shareholders.
- Review the full text of the Private Placement Subscription Agreement (Exhibit 10.1) for specific covenants and registration right exceptions.
- Check subsequent filings to determine if the raised capital was utilized as intended or if further dilution occurred.