Business Context and Reporting Period
This Form 6-K filing by Quoin Pharmaceuticals Ltd. (formerly Cellect Biotechnology Ltd.) covers the month of March 2022, with the report dated March 28, 2022. The filing discloses a Second Amendment Agreement entered into on March 13, 2022, among the Company, Quoin Pharmaceuticals, Inc., and Altium Growth Fund, L.P. (Altium).
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on the amendment of financing instruments rather than financial performance results.
Material Changes
The primary material change reported is the amendment of the Primary Financing Warrants and the Registration Rights Agreement (RRA) originally dated March 24, 2021. The amendments, effective March 13, 2022, resulted in the issuance of Amended Primary Financing Warrants to Altium for the following American Depositary Shares (ADSs):
- Series A Warrant: 4,276,252 ADSs
- Series B Warrant: 4,276,252 ADSs
- Series C Warrant: 2,389,670 ADSs
Each ADS represents 400 ordinary shares. The amendments specifically adjusted the date for Cashless Exercise regarding the Series C Warrant and the date for filing a Demand Registration Statement under the RRA.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook. No specific risks or contingencies are detailed in the text, other than the standard incorporation by reference of the full Second Amendment Agreement (Exhibit 4.1) for complete terms.
Investor Verification Checklist
- Verify the specific terms of the Cashless Exercise date adjustment for the Series C Warrant in Exhibit 4.1.
- Confirm the new timeline for the Demand Registration Statement filing under the amended RRA.
- Review the total potential dilution impact of the 10,942,474 ADSs covered by the amended warrants.
- Check subsequent filings for any financial impact resulting from these warrant amendments.