OTHER INFORMATION.
−Removed: In order to comply with Section 122 of the NYSE American Company Guide, on August 9, 2022 the Company and the holder of the Company’s Series C preferred stock and Series D preferred stock amended the Securities Purchase Agreement entered into between them on July 28, 2022 to provide that the holder may only submit 1,549,295 of the votes relating to the Series C Preferred Stock that it would otherwise be entitled to vote.
The exhibits filed or furnished as part of this Quarterly Report on Form 10-Q are set forth on the Exhibit Index, which Exhibit Index is incorporated herein by reference.
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 thereunto duly authorized.
−Removed: SYNTHETIC BIOLOGICS, INC.
+Added: THERIVA BIOLOGICS, INC.
/s/ Steven A.
1 unchanged sentence
(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
−Removed: August 11, 2022
+Added: November 10, 2022
EXHIBIT INDEX
Exhibit Title
−Removed: Amended and Restated At Market Issuance Sales Agreement dated February 9, 2021 by and among Synthetic Biologics, Inc.
−Removed: Riley Securities, Inc.
−Removed: and A.G.P./Alliance Global Partners (Incorporated by reference to Exhibit 1.1 of the Registrant’s Current Report on Form 8-K filed February 10, 2021, File No.
−Removed: Amendment dated March 9, 2022 to Share Purchase Agreement dated December 41, 2021 by and among Synthetic Biologics, Inc., VCN Biosciences, S.L.(“VCN”), and each of the shareholders of VCN (Incorporated by reference to Exhibit 2.2 of the Registrant’s Current Report on Form 8-K filed March 11, 2022, File No.
Certificate of Incorporation, as amended (Incorporated by reference to (i) Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed October 16, 2008, File No.
21 unchanged sentences
Form of Certificate of Designation of Series D Convertible Preferred Stock (Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed July 29, 2022, File No.
−Removed: Securities Purchase Agreement between Synthetic Biologics Inc.
+Added: Certificate of Amendment to Articles of Incorporation (Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed October 12, 2022, File No.
+Added: Certificate of Change to Articles of Incorporation (Incorporated by reference to Exhibit 3.2 of the Registrant’s Current Report on Form 8-K filed October 12, 2022, File No.
+Added: Amended and Restated By-laws (Incorporated by reference to Exhibit 3.3 of the Registrant’s Current Report on Form 8-K filed October 12, 2022, File No.
+Added: Amendment No.
+Added: 1 to the 2020 Stock Incentive Plan (Incorporated by reference to Appendix C to the Registrant’s Definitive Proxy Statement on Schedule 14A filed August 16, 2022, File No.
+Added: Securities Purchase Agreement between Theriva Biologics Inc.
and MSD Credit Opportunity Master Fund, L.P., dated as of July 28, 2022(Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed July 29, 2022, File No.
Amendment No.
−Removed: 1 dated as of August 9, 2022 to Securities Purchase Agreement between Synthetic Biologics Inc.
−Removed: and MSD Credit Opportunity Master Fund, L.P., dated as of July 28, 2022
+Added: 1 dated as of August 9, 2022 to Securities Purchase Agreement between Theriva Biologics Inc.
+Added: and MSD Credit Opportunity Master Fund, L.P., dated as of July 28, 2022 (Incorporated by reference to Exhibit 10.2 of the Registrant’s Quarterly Report on Form 10-Q filed August 11, 2022, File No.
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a)*
11 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.