Graf Acquisition Corp. IV filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.01. Entry into a Material Definitive Agreement.
On February 9, 2024, NKGen Biotech, Inc. (the “Company” and formerly known as Graf Acquisition Corp. IV (“Graf”)) entered into a binding term sheet (the “Term Sheet”) among the Company and Meteora Capital LLC and its affiliates (“Meteora”). The Term Sheet amends the terms of the previously disclosed Amended and Restated Warrant Subscription Agreement, dated September 26, 2023, between Graf and Meteora (“Amended and Restated Warrant Subscription Agreement”).
Pursuant to the Term Sheet, the Company and Meteora agreed among other things (i) to make all subscription warrants held by Meteora immediately eligible to accelerate the share conversion provisions of the Amended and Restated Warrant Purchase Agreement in exchange for a cash payment, (ii) to grant Meteora “Most Favored Nation” status with respect to warrant restructuring for so long as any subscription warrants remain outstanding and (iii) to grant certain registration rights to Meteora.
The foregoing description of the Term Sheet does not purport to be complete and is qualified in its entirety by the terms and conditions of the Term Sheet, which is filed as Exhibits 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. |
Description | |
| 10.1 | Term Sheet, entered into on February 9, 2024, between the Company and Meteora. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| NKGEN BIOTECH, INC. | ||
| Date: February 12, 2024 | /s/ Paul Y. Song | |
| Name: | Paul Y. Song | |
| Title: | Chief Executive Officer | |
| (Principal Executive Officer) | ||