UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 23, 2017
BONE BIOLOGICS CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 000-53078 | 42-1743430 | ||
| (State or other jurisdiction | (Commission | (IRS Employer | ||
| of incorporation) | File Number) | Identification No.) |
|
321 Columbus Ave. Boston, MA |
02116 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (732) 661-2224
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01. Entry into a Material Definitive Agreement.
On January 23, 2017 the Company, on the one hand, and The Musculoskeletal Transplant Foundation (“MTF”) and Hankey Capital, LLC (“Hankey Capital”), on the other hand, executed an amendment (the “Amendment”) to the convertible promissory notes (the “Convertible Notes”) issued by the Company to each of MTF and Hankey Capital in the principal amount of $600,000.
The Amendment extends the maturity date of each of the Convertible Notes to December 31, 2017 from December 31, 2016. By extending the maturity date, the date that the Convertible Notes automatically convert into shares of the Company’s Common Stock is also extended to December 31, 2017. The Amendment is effective retroactive to December 31, 2016.
The form of the Amendment is attached as Exhibit 10.1 to this Report, and the summary description of the terms of the Amendment, contained herein is qualified in its entirety by reference to Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
There is filed as part of this report the exhibit listed on the accompanying Index to Exhibits, which information is incorporated herein by reference.
| Exhibit No. | Description | |
| 10.1 | Amendment to Convertible Notes with The Musculoskeletal Transplant Foundation and Hankey Capital, LLC dated as of January 23, 2017. |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: January 24, 2017 | Bone Biologics Corporation | |
| By: | /s/ STEPHEN R. LaNEVE | |
| Name: | Stephen R. LaNeve | |
| Title: | Chief Executive Officer | |
| 3 |
INDEX TO EXHIBITS
| Exhibit No. | Description | |
| 10.1 | Amendment to Convertible Notes with The Musculoskeletal Transplant Foundation and Hankey Capital, LLC dated as of January 23, 2017. |
| 4 |
Exhibit 10.1
AMENDMENT TO SECURED CONVERTIBLE PROMISSORY NOTES
This Amendment to Secured Convertible Promissory Notes (this “ Amendmen t ”) is entered into as of December 31,2016 among Bone Biologics Corporation, a Delaware corporation (the “ Company ”), on the one hand, and Hankey Capital, LLC (“ HCL ”) and The Musculoskeletal Transplant Foundation (“ MTF ”), on the other hand.
RECITALS
A. The Company entered into a Note Purchase Agreement dated as of October 14,2016 with HCL and MTF pursuant to which each of HCL and MTF loaned to the Company the principal amount of $600,000 as evidenced by a Secured Convertible Promissory Note issued by the Company (collectively, the “ Notes ”) to each of HCL and MTF.
B. The Company and each of HCL and MTF desire to amend the Notes as set forth herein.
NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the Company and each of HCL and MTF hereby agree as follows:
1. Section 1 of each Note hereby is amended by changing the Maturity Date as set forth therein to December 31, 2017.
2. Except as expressly amended by this Amendment, all of the terms of the Notes shall remain in full force and effect.
3. This Amendment may be executed in two or more counterparts, including by facsimile, by e-mail in PDF format or by other electronic means, each of which shall be deemed an original and all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned have executed and delivered this Amendment as of the date first written above.
| Bone Biologics Corporation | ||
| By: | ||
| Name: | Stephen LaNeve | |
| Title: | President | |
| Hankey Capital, LLC | ||
| By: | ||
| Name: | ||
| Title: | ||
| The Musculoskeletal Transplant Foundation | ||
| By: | ||
| Name: | ||
| Title: | ||
| 1 |