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CTD Holdings, Inc. 2017 Financial Report: $1.5M Private Placement Success

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Form 8-K
Filed on: 2017-10-20
Source
CTD Holdings, Inc. 2017 Financial Report: $1.5M Private Placement Success

Here are the key insights extracted from the financial report (Form 8-K) of CTD Holdings, Inc. dated October 18, 2017:

Company Overview

  • Name: CTD Holdings, Inc.
  • Incorporation: Florida
  • Commission File Number: 000-25466
  • IRS Employer Identification No.: 59-3029743
  • Address: 6714 NW 16th Street, Suite B, Gainesville, Florida, 32563
  • Contact Number: 386-418-8060

Financial Transaction Details

  • Event Date: October 18, 2017
  • Type of Transaction: Private placement of securities.
  • Amount Raised: $1,500,000 from the sale of 1,500 Units at $100 each.
  • Structure of Units: Each Unit includes:
  • One share of Series B Convertible Preferred Stock convertible into 400 shares of Common Stock.
  • Seven-year Warrants to purchase 400 shares of Common Stock at an exercise price of $0.25 per share.

Preferred Stock Details

  • Conversion: The Preferred Stock converts automatically into Common Stock upon the company increasing its authorized shares or conducting a reverse stock split.
  • Liquidation Preference: $100 per share, payable before Common Stock holders.
  • Dividends: Holders of Preferred Stock are entitled to special dividends based on the equivalent number of Common Stock shares.

Regulatory Compliance

  • Exemption from Registration: The sale was exempt from the registration requirements of the Securities Act of 1933 under Section 4(a)(2) and Rule 506 of Regulation D.
  • Advisor: Scarsdale Equities, LLC acted as the financial advisor, receiving a cash fee of $60,000 and warrants to purchase 90 Units.

Current Share Structure

  • Outstanding Shares Post-Transaction: Approximately 101,463,456 shares on a fully-diluted basis, including:
  • 73,105,834 shares of Common Stock.
  • 12 million shares of Common Stock from the conversion of Preferred Stock and Warrants.
  • Authorized Shares Limitation: The company is currently authorized for 100,000,000 shares of Common Stock. An amendment to increase authorized shares will be pursued.

Amendments and Future Actions

  • Articles of Amendment: Filed to establish terms for Preferred Stock.
  • Future Actions: The company plans to increase its authorized shares following appropriate regulatory filings.

Conclusion

CTD Holdings, Inc. successfully completed a significant private placement to bolster its capital, involving key financial instruments like convertible preferred stock and warrants, while also setting the stage for future equity restructuring to accommodate the new securities. The firm is actively managing its capital structure to support its growth and operational strategies.