SPRUCE BIOSCIENCES, INC.
For the period ended Mar 31, 2026. Filed May 13, 2026.
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Mar 31, 2026 · Filed May 13, 2026
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Unregistered Sales of Equity Securities and Use of Proceeds
Recent Sales of Unregistered Securities
Pursuant to the Avenue Loan Agreement, we issued the Avenue Warrant to Avenue to purchase up to 64,000 shares of our common stock at an exercise price of $50.00 per share. We also granted a related conversion option to Avenue pursuant to which the holder may convert up to $4.0 million of the outstanding principal into shares of our common stock at a conversion price of $60.00, subject to the terms and conditions set forth in the applicable agreement. The Avenue Warrant and the associated conversion option were issued in a private placement transaction and were not registered under the Securities Act, in reliance on the exemption from registration provided by Section 4(a)(2).
Working Capital Restrictions and Limitations Upon the Payment of Dividends
Pursuant to the Avenue Loan Agreement, we are prohibited from paying cash dividends without the prior written consent of Avenue.
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