Item 1.01. Entry Into A Material Definitive Agreement
As previously reported on a Form 8-K filed on October 13, 2021, on October 8,
2021, Regnum Corp, ("Regnum") issued a convertible promissory note (the "Note")
in the principal amount of US$1,500,000 to its principal shareholder, Phoenixus
AG ("Phoenixus"), to support clinical development and general expenses. The
principal amount of the Note bears interest at the rate of 3% per annum, payable
on maturity or conversion. The Note was scheduled to mature on October 7, 2022,
unless earlier repurchased or converted. Phoenixus has an option to convert the
principal and accrued interest under the Note into shares of Regnum common stock
at US $0.40 per share, upon Regnum completing an equity financing of at least an
additional US $5,000,000 in the aggregate. To date, no such financing has
occurred.
On October 7, 2022, Regnum and Phoenixus entered into an Amendment No. 1 to the
Note (the "Note Amendment") to memorialize their agreement to extend the
maturity date of the Note from October 7, 2022 to April 7, 2023. Except as
modified by the Note Amendment, the Note shall remain in full force and effect.
The above description of the Note Amendment is qualified in its entirety by
reference to the full text of such Note Amendment, which is filed as Exhibit 4.1
to this Current Report on Form 8-K.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The disclosures set forth in Item 1.01 above are incorporated by reference into
this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Description
4.1 Amendment No. 1 to Convertible Promissory Note.
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