Exhibit 21.5
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): September 7, 2022
BIOXYTRAN, INC.
(Exact Name if Business Issuer as specified in its Charter)
| Nevada | 001-35027 | 26-2797630 | ||
(State or other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
75, Second Avenue,
Suite 605
Needham MA, 02494
(Address of principal executive offices, including zip code)
(617) 494-1199
(Registrant’s telephone number including area code)
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 1 4a- 12 under the Exchange Act (17 CFR 240.1 4a- 12) |
| ☐ | Pre-commencement communications pursuant to Rule 1 4d-2(b) under the Exchange Act (17 CFR 240.1 4d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 1 3e-4(c) under the Exchange Act (17 CFR 240.1 3e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.001 | BIXT | OTCQB |
Item 8.01 Other Events.
On September 7, 2022, Bioxytran, Inc. (“Bioxytran” or the “Company”) registered, in India, a fully owned subsidiary, Pharmalectin India Private Limited, (the “Subsidiary”). The purpose of the Subsidiary is to be the sponsor of the Company’s clinical trials and commercialize the Company’s products, in India. The Subsidiary’s Certificate of Registration is filed as Exhibit 21.5 hereto.
In connection with the issuance of the above registration, the Company issued, on December 14, 2022, a press-release over GlobeNewswire, filed as Exhibit 99.1 hereto, under the title:
“Bioxytran Establishes Indian Subsidiary in Preparation of Commercialization”
On December 14, 2022, Bioxytran (the “Company”) released an updated Corporate Presentation explaining the current state of the Company’s pharmaceutical development. The presentation is attached hereto as Exhibit 99.2.
| 1 |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | ||
| Number | Description | |
| 21.5 | Certificate of Incorporation Foreign (Pharmalectin India Pvt Ltd) Subsidiary | |
| 99.1 | Press-release - Bioxytran Establishes Indian Subsidiary in Preparation of Commercialization, dated December 14, 2022. | |
| 99.2 | Bioxytran, Inc. Corporate Presentation, dated December 14, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| By: | /s/ David Platt | |
| Name: | Dr. David Platt | |
| Title: | President and Chief Executive Officer | |
| Dated: December 14, 2022 | ||
| 3 |
Exhibit 21.5
Exhibit 99.1
Bioxytran Establishes Indian Subsidiary in Preparation of Commercialization
BOSTON, MASSACHUSETTS, December 14, 2022 (GLOBENEWSWIRE) — BIOXYTRAN, INC. (OTCQB: BIXT) (the “Company”), a clinical stage biotechnology company developing oral and intravenous drugs to treat COVID-19 and other viral causing diseases announced that it has established an Indian subsidiary (Pharmalectin India Private Limited). The purpose of the subsidiary is to launch commercial product sales of ProLectin-M should the company receive Central Drugs Standard Control Organization (CDSCO) approval.
The Indian manufacturing plant is an FDA approved facility capable of supporting the Indian market with a population of 1.4 billion people. The company has not yet identified a distributor.
About Bioxytran, Inc.
Bioxytran, Inc. is a clinical stage biotechnology company developing novel therapies targeting the treatment of significant unmet medical needs in virology, degenerative disease, and hypoxia. The leading drug candidate, ProLectin-M, is a new class of antiviral drug designed to antagonize galectins implicated in inflammatory, fibrotic, and malignant diseases. Bioxytran’s other development programs are for pulmonary fibrosis and stroke treatment. More information can be found at www.bioxytraninc.com
Investor Relations
Michael Sheikh
509-991-0245
mike.sheikh@bioxytraninc.com
Forward-Looking Statements
This press release includes forward-looking statements as defined under federal law, including those related to the performance of technology described in this press release. These forward-looking statements are generally identified by the words “believe,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” and similar expressions, although not all forward-looking statements contain these identifying words. Such statements are subject to significant risks, assumptions and uncertainties. Known material factors that could cause Bioxytran’s actual results to differ materially from the results contemplated by such forward-looking statements are described in the forward-looking statements and risk factors in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and those risk factors set forth from time-to-time in other filings with the Securities and Exchange Commission. Bioxytran undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events, or otherwise, except to the extent required under federal securities laws.
Exhibit 99.2
