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SUBSEQUENT EVENTS
9 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 9 – SUBSEQUENT EVENTS

 

On October 29, 2024, Protagenic Therapeutics, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional investors (the “Purchasers”), pursuant to which the Company agreed to issue to the Purchasers in a private placement, 1,948,295 shares of the Company’s common stock (the “Shares”), par value $0.0001 per share (“Common Stock”), series A common stock purchase warrants (the “Series A Common Stock Warrants”) to purchase an aggregate of 1,948,295 shares of Common Stock (the “Series A Common Stock Warrant Shares”) with an exercise price of $0.64 per share (subject to adjustment as described therein), which are exercisable on the trading day immediately following the Stockholder Approval Date (as defined in the Purchase Agreement) for a term of eighteen (18) months from the Stockholder Approval Date (as defined in the Purchase Agreement), and series B common stock purchase warrants (the “Series B Common Stock Warrants”) to purchase an aggregate of 1,948,295 shares of Common Stock (the “Series B Common Stock Warrant Shares”) with an exercise price of $0.64 per share (subject to adjustment as described therein), which are exercisable on the trading day immediately following the Stockholder Approval Date for a term of five (5) years from the Stockholder Approval Date. As used herein, the Series A Common Stock Warrants and the Series B Common Stock Warrants are sometimes referred to collectively as the “Common Stock Warrants”. Such private placement is referred to herein as the “Transaction.” The purchase price of each Share and associated Common Stock Warrants was $0.64 ($0.89 in the case of insiders).

 

Brookline Capital Markets, a division of Arcadia Securities, LLC (“Brookline”), acted as sole placement agent for the Transaction. The Company issued to Brookline or its designees warrants (the “Placement Agent Warrants”) to purchase up to 129,489 shares of Common Stock at an exercise price equal to $0.64 per share. The Placement Agent Warrants are exercisable immediately upon issuance and on or before the Termination Date (as defined in the Placement Agent Warrants). 

 

The Purchase Agreement closed on November 4, 2024. The Company sold (a) 1,948,295 shares of Common Stock, (b) series A common stock purchase warrants to purchase an aggregate of 1,948,295 shares of Common Stock, (c) series B common stock purchase warrants to purchase an aggregate of 1,948,295 shares of Common Stock and (d) placement agent warrants to purchase an aggregate of 129,489 shares of Common Stock. The gross proceeds from the Transaction were approximately $1.275 million, before deducting fees and other offering expenses payable by the Company.