SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 31, 2012
ALSERES PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
Registrants telephone number, including area code: (508) 497-2360
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):
TABLE OF CONTENTS
On December 31, 2012 the Company entered into an amendment agreement with the Purchasers of convertible promissory notes of the Company purchased pursuant to a Promissory Note Purchase Agreement executed in March, 2007 and amended from time to time thereafter. The amendment agreement provides that each Purchaser convert the amounts owed to them into common stock of the Company at $2.50 per share as provided in the Note Purchase Agreement. In particular, Arthur Koenig converted $1,344,827 of debt to 537,931 shares and Ingalls and Snyder Value Partners LLP converted $4,482,759 of debt into 1,793,104 shares.
In a related transaction, on December 31, 2012 the Company agreed to purchase 537,931 shares of common stock held by Arthur Koenig and 1,793,104 shares of common stock held by Ingalls and Snyder Value Partners LLP at a purchase price per share of $0.0008 for a total of $1,864. The closing price for the Companys stock on December 31 was $0.08 per share. The price per share paid by the Company to the sellers represented a 99% discount to the market price for the shares.