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):
July 2, 2018
PURE BIOSCIENCE,
INC.
(Exact name of registrant as specified in
its charter)
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Delaware
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001-14468
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33-0530289
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1725 Gillespie Way
El Cajon, California
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92020
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including
area code: (619) 596-8600
Not applicable
(Former name or former address, if changed
since last report)
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):
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[ ]
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the
Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [ ]
If an emerging growth company, indicate by
check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 1.01 Entry into a Material Definitive Agreement.
On June 28, 2018, Pure Bioscience, Inc. (the
“Company”) raised $500,000 to support its continued operations by issuing a promissory note to Tom Y. Lee, a member
of the Company’s Board of Directors (the “Board”) and its largest stockholder (the “Note”). The Note
accrues interest at 6.5% per annum, compounded annually and is payable by the Company on demand at any time after June 28, 2019.
The Note may be prepaid at any time at the discretion of the Company.
On June 28, 2018, the Company entered into
a Consulting Agreement with William Otis, in connection with his retirement from the Board (the “Consulting Agreement”).
Under the terms of the Consulting Agreement, Mr. Otis will serve as an operations and food safety consultant to the Company.
The foregoing descriptions of the Note and
the Consulting Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the
Note and the Consulting Agreement, which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K
and are incorporated herein by reference.
Item 2.03 Creation of a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 above
is incorporated herein by reference.
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)
On June 28, 2018, William Otis retired from
the Board and from his service as Chair of the Board’s Compensation Committee and as a member of the Board’s Audit
Committee. His retirement is not the result of any disagreement with the Company on any matter related to its operations, policies
or practices.
(d)
On June 28, 2018, the Board authorized and approved the appointment
of Ivan Chen as a member of the Board, effective immediately. The Board also appointed Mr. Chen to serve as a member of the Audit
Committee. In addition, the Board appointed Janet Risi Field as Chair of the Compensation Committee and Elisabeth Hagen M.D. as
a member of the Compensation Committee.
Mr. Chen is an attorney and entrepreneur with
extensive experience in the healthcare and technology industries. Since 2017, Mr. Chen has served as co-founder of gan-bei, Inc.,
a technology startup in the consumer and social media space, where he oversees business development and legal matters. From 2016
to 2017, Mr. Chen was Director, Mergers & Acquisitions at eBay, Inc., a publicly-traded e-commerce platform, where he led the
negotiation and execution of numerous U.S. and cross-border transactions. From 2015 to 2016, Mr. Chen was an associate at Morrison
& Foerster LLP, a large international law firm. From 2008 to 2015, he was an associate at Skadden, Arps, Slate, Meagher &
Flom LLP, another large international law firm. While in private practice, Mr. Chen represented clients in the pharmaceutical,
medical device, life sciences and consumer products industries. Mr. Chen is admitted to the bar in California and New York. Mr.
Chen earned a J.D. from Harvard Law School, a master’s degree from Cambridge University and a bachelor’s degree from
Northwestern University.
Mr. Chen’s qualifications to serve as
a director on our Board include his experience in both the healthcare and technology industries and his expertise in transactional
and strategic matters.
The Company’s non-employee director compensation
program for fiscal 2018 provides that each non-employee director receives an annual cash fee of $60,000 payable for such director’s
service on the Board and each member of the Audit Committee receives an additional annual fee of $4,000, payable for such director’s
service on the committee. The annual cash retainers are paid in four equal installments on a quarterly basis, and on a pro-rata
basis for service during any portion of a quarter. Additionally, the Company’s new non-employee directors receive an initial
award of (i) restricted stock units for 150,000 shares of Common Stock (the “RSUs”) and (ii) a stock option to purchase
200,000 shares of Common Stock (the “Option”), with fifty percent (50%) of these awards vesting on the date of the
next annual meeting following their appointment and the remaining fifty percent (50%) vesting on the following year’s annual
meeting. Under this program, Mr. Chen (i) received initial awards (the “Awards”) of (A) restricted stock units for
150,000 shares of Common Stock and (B) a stock option to purchase 200,000 shares of Common Stock and (ii) a pro rata portion of
his quarterly cash retainers for the quarter ended July 31, 2018. Fifty percent (50%) of each of the RSUs and the Option will vest
on the date of the next annual stockholders meeting and the remaining fifty percent (50%) will vest on the following year’s
annual meeting. The Awards are subject to the terms and conditions of the Company’s Amended and Restated 2007 Equity Incentive
Plan and award agreements in the forms previously approved by the Board for issuance to the Company’s non-employee directors.
The Company also entered into an Indemnification Agreement with
Mr. Chen. The Indemnification Agreement provides for indemnification and advancement of litigation and other expenses to Mr. Chen
to the fullest extent permitted by law for claims relating to his service to the Company or its subsidiaries. The Company’s
form of Indemnification Agreement was filed with the Securities and Exchange Commission on October 24, 2013 as Exhibit 10.2 to
the Company’s Annual Report on Form 10-K and is incorporated herein by reference.
Mr. Chen is the nephew of Mr. Lee, a member of the Board and the
Company’s largest stockholder. Other than the relationship between Mr. Chen and Mr. Lee, there are no family relationships
between Mr. Chen and any of the Company’s directors or executive officers and Mr. Chen does not have any direct or indirect
material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Lee nominated Mr.
Chen as a director nominee to be considered by the Board as a replacement for Mr. Otis. Other than Mr. Lee’s nomination,
there were no arrangements or understandings by which Mr. Chen was named a director.
Item 7.01 Regulation FD.
The Company filed a press
release announcing the Note, the appointment of Mr. Chen and the retirement of Mr. Otis. A copy of the press release is furnished
as Exhibit 99.1 to this Current Report and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
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PURE BIOSCIENCE, INC.
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Dated: July 2, 2018
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By:
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/s/ Henry R. Lambert
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Henry R. Lambert
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Chief Executive Officer
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PROMISSORY
NOTE
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$500,000.00
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June
28, 2018
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FOR
VALUE RECEIVED, Pure Bioscience, Inc., a Delaware corporation (the “Company), hereby promises to pay Tom Y. Lee (the “Lender”),
the principal sum of Five Hundred Thousand Dollars ($500,000), together with interest thereon from the date of this Note. Interest
shall accrue at a rate of 6.5% per annum, compounded annually. The principal and accrued interest shall be due and payable by
the Company on demand by Lender at any time after June 28, 2019.
1.
Payment
. All payments shall be made in lawful money of the United States of America at the principal office of the Company,
or at such other place as the holder hereof may from time to time designate in writing to the Company. Payment shall be credited
first to Costs (as defined below), if any, then to accrued interest due and payable and the remainder applied to principal. Prepayment
of principal, together with accrued interest, may be made without Lender’s written consent and without penalty. The Company
hereby waives demand, notice, presentment, protest and notice of dishonor.
2.
Security
. This Note is a general unsecured obligation of the Company.
3.
Miscellaneous
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3.1
Successors and Assigns
. Except as otherwise provided herein, the terms and conditions of this Note shall inure to the benefit
of and be binding upon the respective successors and assigns of the parties. Nothing in this Note, express or implied, is intended
to confer upon any party other than the parties hereto or their respective successors and assigns any rights, remedies, obligations,
or liabilities under or by reason of this Note, except as expressly provided in this Note.
3.2
Governing Law
. This Note shall be governed by and construed under the laws of the State of California as applied to agreements
among California residents, made and to be performed entirely within the State of California.
3.3
Approval
. The Company hereby represents that its board of directors, in the exercise of its fiduciary duty, has approved
the Company’s execution of this Promissory Note based upon a reasonable belief that the principal provided hereunder is
appropriate for the Company after reasonable inquiry concerning the Company’s financing objectives and financial situation.
3.4
Notices
. All notices and other communications given or made pursuant hereto shall be in writing and shall be deemed effectively
given: (i) upon personal delivery to the party to be notified, (ii) when sent by confirmed electronic mail or facsimile if sent
during normal business hours of the recipient; if not, then on the next business day, (iii) five (5) days after having been sent
by registered or certified mail, return receipt requested, postage prepaid, or (iv) one (1) day after deposit with a nationally
recognized overnight courier, specifying next day delivery, with written verification of receipt.
3.5
Expenses
. If any action at law or in equity is necessary to enforce or interpret the terms of this Note, the prevailing
party shall be entitled to reasonable attorneys’ fees, costs and necessary disbursements in addition to any other relief
to which such party may be entitled.
3.6
Severability
. If one or more provisions of this Note are held to be unenforceable under applicable law, such provision
shall be excluded from this Note and the balance of the Note shall be interpreted as if such provision were so excluded and shall
be enforceable in accordance with its terms.
3.7
Costs and Expenses
. The Company hereby agrees, subject only to any limitation imposed by applicable law, to pay all expenses,
including reasonable attorneys’ fees and legal expenses, incurred by the Holder of this Note in endeavoring to collect any
amounts payable hereunder which are not paid when due, whether by declaration or otherwise (“Costs”). The Company
agrees that any delay on the part of the Holder in exercising any rights hereunder will not operate as a waiver of such rights.
The Holder of this Note shall not by any act, delay, omission or otherwise be deemed to have waived any of its rights or remedies,
and no waiver of any kind shall be valid unless in writing and signed by the party or parties waiving such rights or remedies.
3.8
Entire Agreement; Amendments and Waivers
. This Note and the other documents delivered pursuant hereto constitute the full
and entire understanding and agreement between the parties with regard to the subjects hereof and thereof. Any term of this Note
may be amended and the observance of any term may be waived (either generally or in a particular instance and either retroactively
or prospectively), with the written consent of the the Company and the Lender. Any waiver or amendment effected in accordance
with this Section shall be binding upon each future holder of all such securities, and the Company.
3.9
Officers and Directors not Liable
. In no event shall any officer or director of the Company be liable for any amounts due
and payable pursuant to this Note.
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* * *
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PURE
BIOSCIENCE, INC.
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By:
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/s/
Hank Lambert
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Name:
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Hank
Lambert
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Title:
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Chief
Executive Officer
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Acknowledged and Agreed
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Tom Y. Lee.
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By:
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/s/
Tom Y. Lee
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Name:
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Tom
Y. Lee
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CONSULTING
AGREEMENT
This
Agreement is made as of
June 28, 2018
(the “Effective Date”), between PURE Bioscience, Inc. (the “Company”)
and William Otis (the “Consultant”), and together (the “Parties”) hereby enter into this Agreement on
the terms set forth below.
WHEREAS
Consultant has expertise in the areas of food science, food safety and food processing; and
WHEREAS
the Company desires to employ the services of Consultant in these areas of expertise;
Now,
Therefore
the Company wishes to retain the Consultant in a consulting capacity and the Consultant desires to perform such
consulting services.
Accordingly,
the parties agree as follows:
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1.
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Services
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The field of interest for consulting hereunder is relating to implementation of the Company’s antimicrobial in the food
science, food safety, food service and food processing industries (with a specific focus on poultry). Consultant will assist
the Company in preparing its business development, marketing and sales plans relating to the field of interest as requested
by the Company. The Company also engages Consultant during the term to advise the Company on its product and application development
plans and to introduce the Company to potential customers and corporate, manufacturing and distribution partners for various
food processing applications.
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2.
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Term
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The term of this Agreement will begin on the Effective Date and the Agreement will terminate (3) years following the said
Effective Date.
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3.
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Termination
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This Agreement may be terminated by either party at any time upon 30 days’ notice to the other party.
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4.
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Consideration
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In consideration for the services provided by Consultant under the terms of this Agreement, Consultant shall be compensated
as set forth below:
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Fee
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The Company shall pay Consultant $100 per hour for work performed from the Effective Date of this Agreement until Termination
or the end of the Term.
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●
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Expenses
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The Company will reimburse direct expenses incurred by the Consultant in connection with the Company-related business such
as, but not limited to, travel expenses provided that all such expenses are pre-approved by the Company.
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Equity
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In addition, as consideration for the retention of Consultant and his services under this Agreement, Consultant shall continue
to be deemed to be providing “Services” to the Company while serving as a Consultant pursuant to this Agreement.
As a result, Consultant will continue to vest in accordance with the terms of his outstanding equity awards to purchase shares
of the Company’s Common Stock (collectively, the “Equity Awards”) as long as he continues to serve as a
Consultant of the Company pursuant to the terms of this Agreement. Additionally, Consultant’s period to exercise or
settle his vested Equity Awards, if any, shall extend in accordance with the terms of his Equity Awards as a result of his
continued Services to the Company pursuant to this Agreement.
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●
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The
Consultant acknowledges that, during the course of performing services hereunder, the Company will be disclosing information
to the Consultant, and the Consultant will be developing information related to business development, inventions, projects,
products, potential customers, personnel, business plans, and finances, as well as other commercially valuable information
(collectively “Confidential Information”). The Consultant acknowledges that the Company’s business is extremely
competitive; dependent in part upon the maintenance of secrecy, and that any disclosure of the Confidential Information would
result in serious harm to the Company.
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The
Consultant agrees that the Confidential Information will be used by the Consultant only in connection with consulting activities
hereunder, and will not be used in any way that is detrimental to the Company.
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●
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The
Consultant agrees not to disclose, directly or indirectly, the Confidential Information to any third person or entity, other
than representatives or agents of the Company. The Consultant will treat all such information as confidential and proprietary
property of the Company.
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●
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The
term “Confidential Information” does not include information that (i) is or becomes generally available to the
public other than by disclosure in violation of this Agreement, (ii) was within the relevant party’s possession prior
to being furnished to such party, (iii) becomes available to the relevant party on a non-confidential basis, or (iv) was independently
developed by the relevant party without reference to the information provided by the Company.
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●
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The
Consultant may disclose any Confidential Information that is required to be disclosed by law, governmental regulation or court
order. If disclosure is required, the Consultant will give the Company advance notice so that the Company may seek a protective
order or take other action reasonable in light of the circumstances.
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●
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Upon
termination of this Agreement, the Consultant will promptly return to the Company all materials containing Confidential Information
as well as data, records, reports and other property, furnished by the Company to the Consultant or produced by the Consultant
in connection with services rendered hereunder, together with all copies of any of the foregoing. Notwithstanding such return,
the Consultant shall continue to be bound by the terms of the confidentiality provisions contained in this Section 5 in perpetuity
after the termination of this Agreement.
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●
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The
Consultant acknowledges that the Company is a publicly traded company in the United States, and that the Consultant may not
trade in the Company’s common stock when in possession of material, non-public information.
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Neither
party may disclose the existence of any negotiations, discussions or consultations in progress between the parties to any
person, firm or business or to any form of public media without the prior written approval of the other party.
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Inventions:
The Company is and shall be, the sole and exclusive owner of all right, title and interest throughout the world in and to
all the results and proceeds of the Services performed under this Agreement, including all patents, copyrights, trademarks,
trade secrets and other intellectual property rights (collectively “
Intellectual Property Rights
”) therein.
Consultant shall make full and prompt disclosure to the Company of any inventions or processes, as such terms are defined
in 35 U.S.C. § 100 (the “
Patent Act
”), made or conceived by Consultant alone or with others during
the Term, whether or not such inventions or processes are patentable or protected as trade secrets and whether or not such
inventions or processes are made or conceived during normal working hours or on the premises of the Company. Consultant shall
not disclose to any third party the nature or details of any such inventions or processes without the prior written consent
of the Company.
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In
addition to the confidentiality obligations codified above, the Parties shall not during the term of this agreement or for
five years after its conclusion or termination, in any way disparage one another in the market place, or otherwise. In no
event during the referenced time frame shall consultant seek directly or indirectly to undermine the reputation of the Company,
its management or especially its products.
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6.
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Use
of Name
. It is understood that the name of the Consultant and Consultant’s affiliation with any third party will
appear in disclosure documents required by securities laws, and in other regulatory and administrative filings in the ordinary
course of the Company’s business. The Company may also use Consultant’s name in news releases and corporate materials.
The above-described uses will be deemed to be noncommercial uses. The name of the Consultant or any third party will not be
used for any commercial purpose without the Consultant’s consent.
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7.
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No
Conflict.
Valid and Binding. The Consultant represents that neither the execution of this Agreement nor the performance
of the Consultant’s obligations under this Agreement will result in a violation or breach of any other agreement by
which the Consultant is bound. The Company represents that this Agreement has been duly authorized and executed and is a valid
and legally binding obligation of the Company, subject to no conflicting agreements.
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8.
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Notices
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Any notice provided under this Agreement shall be in writing and shall be deemed to have been effectively given (i) upon receipt
when delivered personally or (ii) one day after sending when sent by private express mail service (such as Federal Express)
to the following address or to other such address as may have been designated by the Company or the Consultant by notice to
the other given as provided herein:
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●
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In
the case of the Company:
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PURE
Bioscience
1725
Gillespie Way
El
Cajon, CA 92020
(619)
596-8600, Ext. 100
Attn:
Chief Executive Officer
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In
the case of the Consultant:
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William
Otis
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9.
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Independent
Contractor: Withholding
. The Consultant will at all times be an independent contractor, and as such will not have authority
to bind the Company. The Company shall not control the manner or means by which the Consultant shall perform the Services,
including but not limited to the time and place the Consultant performs the Services. Consultant shall not enter into any
agreements or incur any obligations on behalf of the Company. Consultant will not be eligible under this Agreement to participate
in any vacation, group medical or life insurance, disability, profit sharing or retirement benefits or any other fringe benefits
or benefit plans offered by the Company to its employees, and the Company will not be responsible for withholding or paying
any income, payroll, Social Security or other federal, state or local taxes, making any insurance contributions, including
unemployment or disability, or obtaining worker’s compensation insurance on Consultants behalf. Consultant shall be
responsible for, and shall indemnify the Company against, all such taxes or contributions, including penalties and interest.
Any persons employed by Consultant in connection with the performance of the Services shall be Consultant’s employees
and Consultant shall be fully responsible for them.
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10.
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Assignment
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Due to the personal nature of the services to be rendered by the Consultant, the Consultant may not assign this Agreement.
The Company may assign all rights and liabilities under this Agreement to a subsidiary or an affiliate or to a successor to
all or a substantial part of its business and assets without the consent of the Consultant. Subject to the foregoing, this
Agreement will inure to the benefit of and be binding upon each of the heirs, assigns and successors of the respective parties.
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11.
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Severability
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If any provision of this Agreement shall be declared invalid, illegal or unenforceable, such provision shall be severed and
the remaining provisions shall continue in full force and effect.
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12.
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Remedies
.
The Consultant acknowledges that, due to the unique nature of the Pure Technology, the unauthorized use, transfer or disclosure
of the Pure Technology shall cause irreparable harm and significant injury to the Company, the extent of which will be difficult
to ascertain and for which there shall be no adequate remedy at law. Accordingly, Consultant further acknowledges that Company,
in addition to any other available remedies, shall have the right to an immediate injunction and other equitable relief enjoining
any breach or threatened breach of this Agreement, without the necessity of posting any bond or other security.
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13.
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Indemnification.
Consultant shall defend, indemnify and hold harmless the Company and its affiliates and their officers, directors, employees,
agents, successors and permitted assigns from and against all losses, damages, liabilities, deficiencies, actions, judgments,
interest, awards, penalties, fines, costs or expenses of whatever kind (including reasonable attorneys’ fees) arising
out of or resulting from: (a) any contracted illness, bodily injury, death of any person or damage to real or tangible, personal
property resulting from Consultants acts or omissions; and (b) Consultants breach of any representation, warranty or obligation
under this Agreement.
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14.
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Insurance.
Consultant assumes all risk and liability related to performing the Services required under this Agreement. During the
Term, Company recommends Consultant maintain adequate workers’ compensation, commercial general liability, errors and
omissions, and other forms of insurance, with policy limits sufficient to protect and indemnify the Company and its affiliates,
and each of their officers, directors, agents, employees, subsidiaries, partners, members and controlling persons, from any
losses resulting from you or your agents, servants or employees conduct, acts, or omissions.
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15.
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Other
Business Activities.
Consultant may be engaged or employed in other business, trade, profession or other activity while
providing services to the Company.
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16.
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Governing
Law; Entire Agreement; Amendment
. This Agreement shall be construed in accordance with, and governed by, the laws of California.
Any action related to this agreement, including but not limited to its interpretation or enforcement shall be brought
exclusively
in the Superior Court of California in and for the County of San Diego. All parties acknowledge that said court has subject
matter and personal jurisdiction in this matter and that it is a convenient forum for all concerned. This Agreement represents
the entire understanding of the parties, supersedes all prior agreements between the parties, and may only be amended in writing.
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IN
WITNESS WHEREOF, this Agreement may be executed in counterparts, each of which shall constitute an original and all of which together
shall constitute one instrument, effective as of the date first above written.
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William
Otis
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By:
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/s/
William Otis
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Name:
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William
Otis
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PURE
BIOSCIENCE, INC.
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By:
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/s/
Hank Lambert
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Name:
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Hank
Lambert
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Title:
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Chief
Executive Officer
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PURE
Bioscience Raises $500,000 in Unsecured Promissory Note -
Appoints
Ivan Chen to Board of Directors
SAN
DIEGO, CA (July 2, 2018)
– PURE Bioscience, Inc. (
OTCQB: PURE
), creator of the patented non-toxic silver dihydrogen
citrate (
SDC
) antimicrobial, today announced that it has raised $500,000 in the form of a promissory note from Tom
Lee, a member of PURE’s Board of Directors and its largest shareholder. The funds will be used to support continued
operations.
Hank
R. Lambert, CEO of PURE said, “This non-dilutive interim financing supports our ongoing operations as we continue to expand
use by existing customers and garner new users for our SDC-based food safety solutions. We appreciate Tom’s continued commitment
to and support of PURE.”
PURE
also announced that it has named attorney and entrepreneur Ivan Chen to its Board of Directors, filling the vacancy left by the
retirement of Director William Otis.
Chen
joins as an independent director and will also be a member of PURE’s Audit Committee. Chen brings extensive experience in
the healthcare and technology industries, with deep legal and strategic business experience in areas including licensing, joint
ventures, mergers & acquisitions, securities and corporate governance. His experience includes serving as Director, Mergers
& Acquisitions at eBay Inc., a publicly-traded e-commerce platform. In this role, Chen led the negotiation and execution of
numerous US and cross-border transactions.
Prior
to eBay, he was an associate at Morrison & Foerster LLP and at Skadden, Arps, Slate, Meagher & Flom LLP, both large international
law firms. In these roles, Chen focused on transactional, securities and corporate governance matters. He is admitted to the bar
in California and New York.
Chen
earned a J.D. from Harvard Law School, a master’s degree from the University of Cambridge, and a bachelor’s degree
from Northwestern University.
Chen
said that, “I’m impressed with PURE’s uniquely effective antimicrobial solutions and the difference they make
in food safety and processing. I am honored to join the Board and am excited about PURE’s future.”
Otis,
Executive VP of US Packaged Meat Operations for Smithfield Foods, has retired from PURE’s Board of Directors
and has been retained as an operations and food safety consultant. He has served as an independent Board member since
2013 and most recently was a member of both the Compensation and Audit Committees.
Lambert said,
“On
behalf of PURE, I thank Bill for the many important contributions he’s made to our Company and to our food safety strategy
as a Director, and look forward to continuing to benefit from his valuable experience as a consultant.”
Lambert
continued, “Ivan is a welcome addition to our Board and we know his experience and insights will be especially valuable
to the PURE team as we continue to deliver on our business plan and our mission to help ensure a safer food supply.”
About
PURE Bioscience, Inc.
PURE
Bioscience, Inc. is focused on developing and commercializing our proprietary antimicrobial products primarily in the food safety
arena — providing solutions to the health and environmental challenges of pathogen and hygienic control. Our technology
platform is based on patented stabilized ionic silver, and our initial products contain silver dihydrogen citrate, or SDC. SDC
is a broad-spectrum, non-toxic antimicrobial agent, which offers 24-hour residual protection and formulates well with other compounds.
As a platform technology, SDC is distinguished from existing products in the marketplace because of its superior efficacy, reduced
toxicity and it mitigates bacterial resistance. PURE is headquartered in El Cajon, California (San Diego metropolitan area). Additional
information on PURE is available at
www.purebio.com
.
Forward-looking
Statements
Any
statements contained in this press release that do not describe historical facts may constitute forward-looking statements as
that term is defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risks
and uncertainties that could cause our actual results to differ materially from any forward-looking statements. Factors that could
cause or contribute to such differences include, but are not limited to, the Company’s failure to implement or otherwise
achieve the benefits of its proposed business initiatives and plans; acceptance of the Company’s current and future products
and services in the marketplace, including the Company’s ability to convert successful evaluations and tests for PURE Control
into customer orders and customers continuing to place product orders as expected and to expand their use of the Company’s
products; the Company’s ability to raise the funding required to support its continued operations and the implementation
of its business plan; the ability of the Company to develop effective new products and receive required regulatory approvals for
such products, including the required data and regulatory approvals required to use its SDC-based technology as a direct food
contact processing aid in raw meat processing and to expand its use in OLR poultry processing; competitive factors, including
customer acceptance of the Company’s SDC-based products that are typically more expensive than existing treatment chemicals;
dependence upon third-party vendors, including to manufacture its products; and other risks detailed in the Company’s periodic
report filings with the Securities and Exchange Commission (the SEC), including its Form 10-K for the fiscal year ended July 31,
2017 and Form 10-Q for the third fiscal quarter ended April 30, 2018. You should not place undue reliance on these forward-looking
statements, which speak only as of the date of this press release. By making these forward-looking statements, the Company undertakes
no obligation to update these statements for revisions or changes after the date of this release.
Contacts:
|
Hank
Lambert, CEO
|
|
Terri
MacInnis, VP of IR
|
|
Tom
Hemingway
|
|
PURE
Bioscience, Inc.
|
|
Bibicoff
+ MacInnis, Inc.
|
|
Redwood
Investment Group
|
|
619-596-8600
ext.103
|
|
818-379-8500
|
|
714-978-4425
|
|
hlambert@purebio.com
|
|
terri@bibimac.com
|
|
tomh@redwoodfin.com
|