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MARINA BIOTECH, INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

February 24, 2014

Item 1.01 Entry Into a Material Definitive Agreement.



On February 23, 2014, Marina Biotech, Inc. (the "Company") entered into a binding term sheet (the "Term Sheet") with certain qualified investors, led by Steven T. Newby, a long-time biotechnology investor, for the issuance of convertible preferred stock at a conversion price equivalent to $0.75 per share of common stock resulting in gross proceeds of $6 million. In addition, the Company will issue to the investors warrants to purchase 6 million shares of the Company's common stock. The warrants will have an exercise price of $0.75 per share and are exercisable for a period of five (5) years after the Company regains compliance with its reporting obligations under the Securities Exchange Act. The offering is expected to close on or about March 7, 2014, subject to the execution of a customary Securities Purchase Agreement regarding the transaction and the satisfaction of customary closing conditions.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Term Sheet, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 8.01 Other Events.



On February 24, 2014, the Company issued a press release announcing that it had entered into the term sheet, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 10.1 Term Sheet for Convertible Preferred Stock Financing. 99.1 Press release of Marina Biotech, Inc. dated February 24, 2014.



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Source: Edgar Glimpses


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