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CONTRAVIR PHARMACEUTICALS, INC. FILES (8-K) Disclosing Unregistered Sale of Equity Securities

August 22, 2014



Item 3.02 Unregistered Sales of Equity Securities.

On August 20, 2014, Contravir Pharmaceuticals, Inc. (the "Company") consummated its offer (the "Offer") to exchange an aggregate 4,742,648 outstanding common stock purchase warrants (the "Warrants") owned by certain investors in the Company for an aggregate 3,794,118 shares of restricted common stock. The Warrants were exercisable at $0.37 per share.

The Company issued the Warrants in a private placement transaction in reliance on the exemption from registration provided by Rule 506 of Regulation D under the Securities Act of 1933, as amended (the "Securities Act"). In connection with such transactions, the holders of the Warrants represented that they were "accredited investors." Similarly, the issuance of the shares of the Company's common stock in connection with the exchange of the Warrants was exempt from registration under the Securities Act pursuant to Rule 506 of Regulation D. In connection with the Offer, the holders of the Warrants represented that they were "accredited investors."


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Source: Edgar Glimpses


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