09/15/2025 | Press release | Distributed by Public on 09/15/2025 14:16
Item 1.01 Entry into a Material Definitive Agreement.
On September 9, 2025, Inspire Veterinary Partners, Inc. (the "Company") entered into an amendment (the "Amendment") to the securities purchase agreement (the "Securities Purchase Agreement") dated July 28, 2025, pursuant to which the Company added certain new institutional investors to the schedule of buyers in the Securities Purchase Agreement, to issue and sell to such new investors, in one or more closings, shares of the Company's Series B convertible preferred stock, par value $0.0001 per share (the "Series B Preferred Stock") and related Warrants (as defined in the Securities Purchase Agreement).
Item 3.02 Unregistered Sales of Equity Securities
As previously reported on the Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on August 4, 2025, the Company entered into a Securities Purchase Agreement with certain institutional investors, pursuant to which the Company agreed to issue and sell, in one or more closings, up to 10,000 shares of the Company's Series B Preferred Stock, which are convertible into shares of the Company's common stock, par value $0.0001 per share, and related Warrants in a private placement offering.
On September 9, 2025, the Company and certain investors effected an Additional Closing (as defined in the Securities Purchase Agreement), with respect to 1,253 additional shares of Series B Preferred Stock and related Warrants for gross proceeds of approximately $1.0 million. The offering and sale of the shares of Series B Preferred Stock and related Warrants were issued and, upon conversion of the Series B Preferred Stock or exercise of the Warrants, as applicable, the shares of Common Stock underlying the Series B Preferred Stock and the Warrants, as applicable, will be issued, in each case, without registration under the Securities Act, in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") as a transaction not involving a public offering and Rule 506 promulgated under the Securities Act as sales to accredited investors, and in reliance on similar exemptions under applicable state laws.
The description of the terms and conditions of the Amendment does not purport to be complete and is qualified in its entirety by the full text of the form of Amendment, which is filed as Exhibit 10.1 hereto.