Summary by Moomoo AI
Aclarion, Inc., a Delaware-incorporated company, has reported the entry into a material definitive agreement with accredited investors through a Form 8-K filing with the SEC. The report, dated January 23, 2024, details an exchange agreement made on January 22, 2024, where Aclarion exchanged $157,365.60 of principal and accrued interest on notes for 56,000 shares of common stock at a price of $2.8101 per share. This exchange is part of a series of transactions that began on May 16, 2023, when Aclarion first entered into a securities purchase agreement for unsecured non-convertible note financing, receiving $1,250,000 in gross proceeds. Subsequent tranches closed on September 1, 2023, and November 1, 2023, with additional gross proceeds of $750,000 and $250,000, respectively. While the company has expressed interest in future exchanges, no definitive agreements are currently in place. The issuance of the exchange common shares is intended to be exempt from registration under the Securities Act of 1933, as amended, according to exemptions under Section 3(a)(9) and Section 4(a)(2), and Regulation D.