SECURITIES AND EXCHANGE COMMISSION
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Item 7.01. Regulation FD Disclosure.
On January 12, 2021, PolarityTE, Inc. (the “Company”) issued a press release announcing a registered direct offering (the “Offering”) of 9,090,910 shares of the Company’s common stock (or pre-funded warrants to purchase common stock in lieu thereof), and accompanying warrants to purchase up to 9,090,910 shares of common stock (the “Warrants”). A copy of the press release is attached as Exhibit 99.1 to this report.
Pursuant to a letter agreement, dated November 6, 2020, as amended on December 16, 2020, the Company engaged H.C. Wainwright & Co., LLC (the “Placement Agent”) as placement agent in connection with the Offering. As compensation for acting in such capacity, the Company has agreed to pay the Placement Agent a cash fee of 7.0% of the aggregate gross proceeds raised in the Offering and to issue to the Placement Agent or its designees warrants (the “Placement Agent Warrants”) to purchase up to 6.0% of the aggregate number of shares of the Company’s common stock (or common stock equivalents) to be sold in the Offering (or warrants to purchase up to an aggregate 545,455 shares of Common Stock). The Placement Agent Warrants have substantially the same terms as the Warrants, except that the Placement Agent Warrants have an exercise price equal to 125% of the purchase price per share (or $1.375 per share). The issuance of the Placement Agent Warrants is expected to occur simultaneously with the closing of the Offering.
Item 9.01. Financial Statements and Exhibits
|99.1||Press Release, dated January 12, 2021|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document).|
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.
|Dated: January 12, 2021||/s/ Jacob Patterson|
|Interim Chief Financial Officer|