Eucrates Biomedical Acquisition Corp. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Unregistered Sales of Equity Securities, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement.
On February 15, 2023, Eucrates Biomedical Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Promissory Note”) to Eucrates LLC (the “Sponsor”). The Promissory Note provides that the Company may borrow up to an aggregate maximum amount of $500,000 from the Sponsor. Also on February 15, 2023, the Company made an initial draw on the Promissory Note of $96,000.
The Promissory Note does not bear any interest. If the Company completes an initial business combination, the Company would repay outstanding loaned amounts under the Promissory Note. In the event that the Company is unable to complete an initial business combination, the Company may use a portion of the working capital held outside its trust account to repay such loaned amounts but no proceeds from its trust account would be used for such repayment. The loans are convertible into units of the Company, at a price of $10.00 per unit, at the option of the Sponsor. The units would be identical to those units that were issued to the Sponsor in a private placement concurrent with the Company’s initial public offering.
The foregoing summary of the Promissory Note is qualified in its entirety by reference to the text of the Promissory Note, which is filed as Exhibit 10.1 hereto and is 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.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 3.02 Unregistered Sales of Equity Securities
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. An aggregate of 50,000 private placement units of the Company would be issued if the entire aggregate amount of the Promissory Note is drawn and subsequently converted. Each unit would consist of one ordinary share of the Company and one-third of one warrant exercisable for one ordinary share of the Company. The warrants included in the private placement units would be exercisable, subject to the terms and conditions of the warrant and during the exercise period as provided in the warrant agreement governing the warrants. The Company has relied upon Section 4(a)(2) of the Securities Act of 1933, as amended, in connection with the issuance and sale of the Promissory Note.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 10.1 | Promissory Note, dated February 15, 2023 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
Dated: February 16, 2023
| EUCRATES BIOMEDICAL ACQUISITION CORP. | ||
| By: | /s/ Gonzalo Cordova | |
| Name: Gonzalo Cordova | ||
| Title: Chief Financial Officer | ||