UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
As previously reported on a Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission, on February 21, 2023, Aditxt, Inc. (the “Company”) entered into an Agreement for the Purchase and Sale of Future Receipts (the “February Agreement”) with a commercial funding source (the “Funder”) pursuant to which the Company agreed to sell to the Funder certain future trade receipts in the aggregate amount $2,160,000 (the “February Purchased Amount”) for gross proceeds to the Company of $1,500,000, less origination fees of $75,000. On May 30, 2023, the Company entered into an Agreement for the Purchase and Sale of Future Receipts (the “May Agreement”) pursuant to which the Funder increased the Purchased Amount to $2,880,000 (the “May Purchased Amount”) for gross proceeds to the Company of $2,000,000, less origination fees of $100,000 and the outstanding balance under the February Agreement of $1,157,142.82, resulting in net proceeds to the Company of $742,857.18. Pursuant to the May Agreement, the Company granted the Funder a security interest in all of the Company’s present and future accounts receivable in an amount not to exceed the May Purchased Amount. The Purchased Amount shall be repaid by the Company in 28 weekly installments of $102,857.14. The May Purchased Amount may be prepaid by the Company via a payment of $2,680,000 if repaid within 30 days, $2,760,000 if repaid within 45 days and $2,800,000 if repaid within 60 days.
The foregoing summary of the May Agreement is qualified in its entirety by reference to the text of the May Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated by reference herein.
Item 2.03 Creation of a direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On May 25, 2023, Amro Albanna, the Chief Executive Officer of the Company, loaned $200,000 to the Company. The loan was evidenced by an unsecured promissory note (the “Note”). Pursuant to the terms of the Note, it will accrue interest at a rate of eight and one-quarter percent (8.25%) per annum, the Prime rate on the date of signing, and is due on the earlier of November 25, 2023 or an event of default, as defined therein.
The foregoing summary of the Note is qualified in its entirety by reference to the text of the Note, a copy of which is filed as Exhibit 10.2 hereto and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Exhibit | |
| 10.1 | Form of Agreement for the Purchase and Sale of Future Receipts | |
| 10.2 | Unsecured Promissory Note dated May 25, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ADITXT, INC. | ||
| Date: May 31, 2023 | By: | /s/ Amro Albanna |
| Amro Albanna | ||
| Chief Executive Officer | ||
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