M&A - NKGen Biotech, Inc.

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Form Type: SCHEDULE 13D

Filing Date: 2025-05-12

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025042042

Filing Summary: On May 5, 2025, Paul Y. Song, the President and CEO of NKGen Biotech, Inc., acquired a total of 20,849,725 shares of common stock through a private placement. This acquisition also included a warrant to purchase an additional 41,699,449 shares at an exercise price of $0.1271 per share. The total purchase price for the shares was $2,650,000, paid entirely in cash. The transaction was characterized as a direct private placement with no other parties involved, aimed at aligning with the strategic direction of NKGen Biotech. The Reporting Person currently holds approximately 63,738,042 shares, which represents about 54.3% of the company's common stock. Aside from the Stock Purchase Agreement, there are no other contracts or relationships regarding the securities of the issuer. The Reporting Person has no current plans that would result in significant changes to corporate governance or business operations, although he reserves the right to develop such plans in the future.

Additional details:

Shares Acquired: 20849725


Warrant Shares: 41699449


Total Purchase Price: 2650000


Exercise Price Per Share: 0.1271


Percentage Ownership: 54.3


Contact Name: Paul Y. Song


Contact Address: 3001 Daimler Street, Santa Ana, CA 92705


Contact Phone: 949-396-6830


Role: President / CEO


Form Type: 8-K

Filing Date: 2025-01-02

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025000418

Filing Summary: On December 31, 2024, NKGen Biotech, Inc. was notified by the Seoul Bankruptcy Court that it has been selected as the final preferred bidder for acquiring a controlling interest in NKMAX Co. Ltd., a significant shareholder of the Company. NKMAX is a biotechnology firm focused on immune cell therapies, and is currently undergoing rehabilitation efforts, with trading on the KOSDAQ suspended. The Company will deposit the remaining acquisition price into a designated bank account within five business days prior to an upcoming stakeholders' meeting for NKMAX's rehabilitation plan. Additionally, a seventh amendment to a forward purchase agreement with Meteora Strategic Capital, LLC and affiliates was executed to extend the valuation date to December 31, 2025, with all other terms remaining unchanged.

Additional details:

Amendment Date: 2024-12-31


Valuation Date Extended: 2025-12-31


Nkmax Selection Date: 2024-12-31


Nkmax Shareholder Interest: greater than 10%


Nkmax Rehabilitation Status: ongoing


Nkmax Trading Status: suspended


Nkmax Year Founded: 2002


Nkmax Headquarters: Seoul, South Korea


Nkmax Revenue Sources: therapeutic innovations, bioreagents, immunodiagnostic kits, health supplements


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