UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01. | Entry Into a Material Definitive Agreement. |
Senior Secured Promissory Note
On January 23, 2024, Hoyoung Huh, MD, PhD (“Dr. Huh”) loaned Peak Bio, Inc., a Delaware corporation (the “Company”) the principal amount of $750,000 (the “Bridge Loan”), and the Company issued Dr. Huh a Senior Secured Promissory Note (the “Secured Note”). In accordance with the terms of the Secured Note, the Company, together with its subsidiaries, Peak Bio Co., Ltd., a corporation organized in the Republic of Korea (“Peak Bio Korea”), and Peak Bio CA, Inc., a California corporation (“Peak Bio California” and collectively with the Company, Peak Bio Korea and Peak Bio California, the “Company Entities”), also entered into a Security Agreement with Dr. Huh (the “Security Agreement”). The Secured Note (i) provides that the Company will seek additional Bridge Loans of up to an additional $4,250,000, (ii) has a maturity date on January 23, 2025, and (iii) carries an interest rate of 15% per annum. As security for payment of the Secured Note, the Security Agreement grants and assigns to Dr. Huh a security interest in all of the assets of the Company Entities.
The foregoing descriptions of the Secured Note and the Security Agreement, and the transactions contemplated thereby are not complete and are subject to, and qualified in their entirety by reference to, the full text of the Form of Secured Note and the Form of Security Agreement, which are included as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit Number |
Description | |
| 10.1* | Form of Senior Secured Promissory Note, dated January 23, 2024, by and between Peak Bio, Inc. and the Hoyoung Huh. | |
| 10.2* | Form of Security Agreement, dated January 23, 2024, by and among Peak Bio, Inc., Peak Bio Co., Ltd. Inc., Peak Bio CA, Inc. and Hoyoung Huh. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | |
| * | Filed herewith. |
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: January 29, 2024
| PEAK BIO, INC. | ||
| By: | /s/ Stephen LaMond | |
| Name: | Stephen LaMond | |
| Title: | Interim Chief Executive Officer | |