Attached files
| file | filename |
|---|---|
| EX-10.16 - U.S. Stem Cell, Inc. | d26006_ex10-16.htm |
| EX-10.15 - U.S. Stem Cell, Inc. | d26006_ex10-15.htm |
| EX-10.14 - U.S. Stem Cell, Inc. | d26006_ex10-14.htm |
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): December 31, 2009
BIOHEART,
INC.
(Exact
name of registrant as specified in its charter)
Florida
(State or
other jurisdiction of incorporation)
|
1-33718
|
65-0945967
|
|
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
13794
NW 4th
Street, Suite 212
Sunrise,
Florida 33325
(Address
of principal executive offices, including zip code)
(954) 835-1500
(Registrant’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
|
o
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
|
o
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
|
o
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item
1.01 Entry Into a Material Definitive Agreement
On
December 31, 2009, Bioheart, Inc. (the “Company”) and BlueCrest Venture Finance
Master Fund Limited (the “Lender”) entered into an Amendment to Loan and
Security Agreement (the “Amendment”), amending that certain Loan and Security
Agreement, dated as of May 31, 2007 (as amended from time to time, the
“BlueCrest Agreement”).
The
effect of the Amendment was (i) to confirm the number of warrants issued by the
Company to the Lender and exercise prices for the warrants issued to the Lender,
(ii) to confirm the outstanding principal balance of the loan owed to the Lender
under the BlueCrest Agreement as $2,943,431.78 (the “Loan”), (iii) to confirm
the repayment schedule for the Loan, and (iv) to confirm the granting of a
security interest in favor of the Lender in all of the Company’s assets,
including the granting of a security interest in the Company’s intellectual
property, except for a certain “aggregation account” with the Bank of America
and any payments from credit support providers to the Company under any of the
loan guaranty agreements with the Bank of America, or in the Company’s payroll
account.
The
effectiveness of the Amendment is conditioned on (i) the Company’s payment to
the Lender of a fee of $20,000, of which $10,000 is payable on or before January
15, 2010 and the remaining $10,000 is payable on or before January 31, 2010,
(ii) the delivery by the Company to the Lender of an Amendment to the Security
Agreement to cover the Company’s intellectual property, in a form and substance
reasonably satisfactory to the Lender, (iii) the delivery by the Company to the
Lender of an Amended and Restated Promissory Note and a Warrant in the form
agreed, and (iv) the absence of any default in respect of the Loan.
A copy of
the Amendment, the Amended and Restated Promissory Note and the Warrant are
filed herewith as exhibits.
Item
9.01 Exhibits.
Exhibit
Number Description
|
10.14
|
Amendment
to Loan and Security Agreement, between the Company and the Lender, dated
as of December 31, 2009.
|
|
10.15
|
Amended
and Restated Promissory Note, dated December 31, 2009, by the Company to
the Lender.
|
|
10.16
|
Warrant
to Purchase 848,176 shares of the Company’s Common Stock, dated December
31, 2009.
|
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:
January 6, 2010
|
BIOHEART,
INC.
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||||
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By:
|
/s/
Karl E. Groth
|
|||
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Karl
E. Groth
|
||||
|
Chairman
and Chief Executive Officer
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||||