OncoSec Medical Incorporated filed SEC Form 8-K: Bankruptcy or Receivership, Events That Accelerate or Increase a Direct Financial Obligation, Leadership Update
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Item 1.03 Bankruptcy or Receivership.
After considering strategic alternatives, OncoSec Medical Incorporated, a Nevada corporation (the “Company”), filed a voluntary petition for relief (the “Petition”) under the provisions of Chapter 7 of Title 11 of the United States Code, 11 U.S.C. §§ 101 et seq. (the “Code”) in the United States Bankruptcy Court for the District of New Jersey (the “Bankruptcy Court”) on June 14, 2023. The Company’s sole subsidiary, OncoSec Medical Australia Pty, Ltd., expects to liquidate and wind down operations under Australian law pursuant to a Creditors’ Voluntary Liquidation.
The proceeding under the Petition is styled “In Re: OncoSec Medical Incorporated”. As a result of filing the Petition, a Chapter 7 trustee will be appointed by the Bankruptcy Court to administer the bankruptcy estate of the Company and to perform the duties set forth in Section 704 of the Code. The assets of the Company will be liquidated and claims paid in accordance with the Code.
Item 2.04 Triggering Events that Accelerate or Increase a Direct Financial Obligation or Obligation under an Off-Balance Sheet Arrangement.
The Petition filing with the Bankruptcy Court on June 14, 2023, constituted an event of default under the Convertible Promissory Note and Security Agreement, dated November 25, 2022 (the “Note”), by and between the Company and Grand Decade Developments Limited, a British Virgin Islands limited company and a wholly owned subsidiary of Grand Pharmaceutical Group Limited (“GDDL”), which event of default resulted in the acceleration of the outstanding principal amount of $2,000,000 and all interest accrued to date under the Note, which amounts, under the terms of the Note, become immediately due and payable, together with any fees or other amounts then owing under the Note.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Dr. Linda Shi, Dr. Robert Arch, Stephany Foster, Joon Kim, Dr. H. Kim Lyerly, Kevin Smith and Chao Zhou each tendered their resignations as members of the Company’s Board of Directors which resignations were effective on June 14, 2023, prior to filing the Petition. The resignations of Dr. Shi, Dr. Arch, Ms. Foster, Mr. Kim, Dr. Lyerly, Mr. Smith and Mr. Zhou are not the result of any disagreements with the Company regarding the Company’s operations, policies, or practices. Dr. Shi, Dr. Arch, Ms. Foster, Mr. Kim, Dr. Lyerly, Mr. Smith and Mr. Zhou have all resigned due to the Company’s filing of the Petition which effectively eliminates the powers of the Company’s Board of Directors. Following the resignations of Dr. Shi, Dr. Arch, Ms. Foster, Mr. Kim, Dr. Lyerly, Mr. Smith, and Mr. Zhou, the Company will have no members serving on its Board of Directors.
In addition to his resignation from the Company’s Board of Directors, Dr. Arch tendered his resignation as the Company’s President and Chief Executive Officer effective on June 14, 2023, immediately after filing the Petition. The resignation of Dr. Arch is not the result of any disagreement with the Company regarding the Company’s operations, policies, or practices. Dr. Arch resigned due to the filing of the Petition which effectively eliminates the powers Dr. Arch previously held on behalf of the Company in his role as President and Chief Executive Officer. As a result, the Company no longer has any current executive officers.
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.
| Date: June 14, 2023 | OncoSec Medical Incorporated | |
| By: | /s/ Robert H. Arch | |
| Name: | Robert H. Arch | |
| Title: | President and Chief Executive Officer | |