GENERALLY, NO SALE MAY BE MADE TO YOU IN THIS OFFERING IF THE AGGREGATE PURCHASE PRICE YOU PAY IS MORE THAN 10% OF THE GREATER OF YOUR ANNUAL INCOME OR NET WORTH. Obtain grants to assist research into diseases from which minority or underserved communities suffer. The first is a health and wellness Platform, which enables patients to maximize health and wellness by following their genetically-specific diet, exercise and lifestyle prescriptions. The Company also reimburses ONIT for health insurance premiums of approximately $4,500 per month paid by ONIT on behalf of Company consultants. current reports for certain material events. Upon acceptance by us of a subscription, a confirmation of such acceptance will be sent to the subscriber by the Company. Future issuances of debt securities and equity securities may negatively affect the market price of shares of our Common Stock and, in the case of equity securities, may be dilutive to existing stockholders. Managements plans to continue as a going concern include raising additional capital through borrowings and the sale of Common Stock. The Act changes the current first-to-invent system to a system that awards a patent to the first-inventor-to-file for an application for a patentable invention. The Companys election to use the phase-in periods may make it difficult to compare its financial statements to those of non-emerging growth companies and other emerging growth companies that have opted out of the phase-in periods under Section 107 of the JOBS Act. IRVINE, Calif., April 5, 2023 /PRNewswire/ -- GATC Health Corp, a technology company transforming drug discovery and disease prediction using proprietary, . Investor and Capitalization Table management fee of $25.00 per month. If the Company successfully raises $8,430,000 in net proceeds, it intends to use the proceeds as follows: (a) research and development, including expansion of our technical team and developing new disease platforms for $5 million. We depend on key personnel, including Jeff Stroh, our Chief Executive Officer, and other current and future members of management, and the loss of services of one or more members of our senior management team or our technical team or our inability to attract and retain highly qualified personnel, could adversely affect our business, diminish our investment opportunities and weaken our relationships with lenders, business partners and existing and prospective industry participants, which could negatively affect our financial condition, results of operations, cash flow and trading price of our Common Stock. If we do not pay dividends, our Common Stock may be less valuable because a return on your investment would only occur if the Companys stock price appreciates. Together we are going to establish new best-practices of leveraging advanced AI to discover better drugs faster.". The Service Agreement, dated February 2021, has a term of three years. As of December 31, 2020 GATC Canna owes the Company and GTAC Rx a total of $104,700. The Company expects to pay Evolutionary Analytics $105,000 out of the proceeds from this offering. Manhattan Street Capital is not distributing any securities offering prospectuses or making any oral representations concerning the securities offering prospectus or the securities offering. GATC is accelerating the future of predictive, individualized medicine, today. Providing expert guidance to GATCs management is the companys stellar Board of Advisors, which includes top researchers, medical doctors, employee benefits experts, biotech executives and government contracting experts. The Use of Proceeds is an estimate based on the Companys current business plan. Our failure to obtain capital may significantly restrict our proposed operations. any holder of Convertible Debentures may also, at any time, convert the Convertible Debentures in whole or in part into Common Stock at such conversion rate. Effective Cash per Share of Common Stock at Issuance or Potential Conversion, Investors in this offering, assuming $50,000,000 raised. This change alters the pool of available materials that can be used to challenge patents and eliminates the ability to rely on prior research work in order to lay claim to patent rights. Our goal is to build the most comprehensive and accurate database of the human genome as it relates to disease prevention and tailored therapies. The Companys business could be materially and adversely affected by the risks, or the public perception of the risks, related to an epidemic, pandemic, outbreak, or other public health crisis, such as the recent outbreak of novel coronavirus, or COVID-19. We could also face significant competition for new technical staff from other companies in the computer software or genomics industry, which we believe will enjoy continued expansion in the near future. Certain matters, as described in the accompanying financial statements, indicate there may be substantial doubt about the Companys ability to continue as a going concern. The Company believes that this is the case with respect to the Subscription Agreement. Wyoming law provides that a director has no liability in that capacity if he or she satisfies his or her duties to us and our stockholders. Our business could be adversely impacted if there are deficiencies in our disclosure controls and procedures or internal control over financial reporting. He has a bachelors degree in biology with highest honors, as well as a bachelors degree in applied science in biochemistry and molecular biology from the University of California, Riverside and has published numerous scientific articles in genomics and related fields. Third, to greatly accelerate drug discovery and treatment validation, providing actionable direction in record time and with unmatched accuracy for therapeutics development partners. We or person with whom we contract for the collection of genomic data may be subject to these rules on informed consent. For details of the effective discount, see Plan of Distribution and Selling Shareholders - Perks., Total Shares outstanding Prior to the Offering as of December 31, 2020, Net Tangible Book value as of December 31, 2020, Net Tangible Book value per share Prior to the Offering, Proforma outstanding Shares after Offering*, Proceed from the Offering (net of expenses), Proforma Net Tangible book value after Offering, Proforma Net tangible book value per share after Offering. The Company is offering its securities in all states other than Florida, New Jersey, Texas, North Dakota, Washington, and New Jersey. IRVINE, Calif.--(BUSINESS WIRE)--GATC Health, an innovative technology company focused on whole genome testing and Predictive Multiomics, today announced that it has granted an exclusive license for its diabetes platform to GATC DB Care Corp. GATC DB Care was formed specifically to continue development and productization of the GATC Health diabetes platform under the direction of renowned diabetes researcher, Dr. Jonathan Lakey, co-inventor of the Edmonton Protocol for pancreatic islet transplantation and Professor of Surgery and Biomedical Engineering, Director, Clinical Islet Program at University of California Irvine. There has not been any public market for our Common Stock, and. The offering will terminate at the earliest of: (1) the date at which the maximum offering amount has been sold, (2) the date which is one year from this offering being qualified by the Commission, and (3) the date at which the offering is earlier terminated by us, in our sole discretion. GATC's Multiomics Advanced Technology (MAT) platform simulates biochemical interactions to accurately predict the body's response of a pharmaceutical asset to a specific disease. As of December 31, 2020 the Company had cash on hand of $28,429. The SEC requires the Company to identify risks that are specific to its business and its financial condition. GATC Rx, the Companys majority-owned subsidiary loaned $71,700 to GATC Canna during June to October 2020. By signing up you agree to receive content from us. This effectively reduces their per share price to $4.25 per share. About GATC HealthGATC Health Corpis a technology company revolutionizing disease prediction and drug discovery and development through its transformative AI platform and approach, which de-risks drug pipelines and accelerates new therapies to treat disease with accuracy, efficiency and speed never before achieved in medical science. The following description summarizes important terms of the Companys capital stock. It also enhances and accelerates GATC's own drug development programs with WVUIC's medical chemistry infrastructure for highly efficient synthesis and testing of new therapeutic compounds. As part of this investment, each investor will be required to agree to the terms of the Subscription Agreement included as Exhibit 4.1 to the Offering Statement of which this Offering Circular is part. "I'm thrilled GATC Health has chosen West Virginia University to establish an innovative artificial intelligence-driven research and development hub to advance our understanding of drug development and substance use disorder. an action, the Company may incur additional costs associated with resolving such matters in other jurisdictions, which could adversely affect its business, financial condition or results of operations. Assuming the Company raises $1,000,000 or more in this offering as of August 31, 2021, holders of the Companys outstanding $3,398,337 in Convertible Debentures and accrued interest in the amount of $223,697 would convert into Common Stock at $1.875 per share, resulting in the issuance of 1,931,751 shares of Common Stock as of that date. Related Persons. The Board of Directors has not established a formal compensation committee. As a result, we and our stockholders may have more limited rights against our directors and officers than might otherwise exist. The licensing agreement is perpetual. The Company has adopted the provision to limit the time and expense incurred by its management to challenge any such claims. Certain investors are entitled to pay a lower price for the companys Common Stock. None of the Companys officers or directors have been awarded any stock options or other equity-based compensation, but they may be awarded such compensation in the future. Of these shares, up to 1,093,075 are being offered by the selling shareholders, which includes 142,575 shares that will be offered to investors who purchase 200,000 or more shares. While logged in and authenticated, you will not be asked to solve any complicated Recaptcha V2 challenges. We have enjoyed limited revenues to date and are still in the research and development stage of our business. The risk, or public perception of the risk, of a pandemic or media coverage of infectious diseases could adversely affect the value of the Common Stock and the financial condition of the Companys investors or prospective investors, resulting in reduced demand for the Common Stock generally. Dr. Lakey has served as a member of the Board of Advisors since February 2021 Dr. Lakey has had a long interest and research direction in cell and tissue transplantation with a focus on diabetes and islet transplantation. It is also capable of analyzing the individuals multiomics. If the Company successfully raises $20,430,000 in net proceeds, it intends to use the proceeds as follows: (a) research and development, including expansion of our technical team and developing new disease platforms for $9.5 million and general research and development staff of $2.3 million; (b) hiring of a grant team to obtain government grants for genetic research projects, $400,000; (c) marketing costs and public relations of $8.4 million; (d) cyber security costs of $630,000; (e) strategic acquisitions of other companies in related businesses of $5.2 million, and (f) the remainder of $4,060,000 for general and administrative expenses, including $300,000 in accrued compensation to consultants of which $51,000 is owed to officers of the Company. With the receipt of the proceeds of this offering, the Company intends to greatly expand its scientific and technical staff. On March 23, 2021, the Company licensed MAT to GATC DB, in exchange for a 7% royalty on net sales, with respect to the diabetes genetic testing and the development of therapies with respect thereto. The total number of shares owned by the selling shareholders prior to this offering represents 21.3% of the Companys capital stock, on a fully diluted basis, assuming all options are exercised and all shares of Preferred Stock are converted to Common Stock. From January 2016 to August 2020, he was Managing Director-Healthcare at Tellson Corporate Services, LLC, a full service Investment Bank focusing on early growth stage and middle market companies. The Company intends to take advantage of all of these reduced reporting requirements and exemptions, including the longer phase-in periods for the adoption of new or revised financial accounting standards under Section 107 of the JOBS Act. We do not know what the terms of any future capital raising may be but any future sale of our equity securities will dilute the ownership of existing stockholders and could be at prices substantially below the price of the shares of Common Stock sold in this offering. Last Name First Name Middle Name; Stroh: John: Street Address 1 Street Address 2; 2030 Main Street: Suite 660:
GATC Health to Speak at the Opioid Settlement Abatement Summit in Manhattan Street Capital is not participating as an underwriter and under no circumstance will it solicit any investment in the Company, recommend the Companys securities or provide investment advice to any prospective investor, or make any securities recommendations to investors. See Plan of Distribution and Selling Shareholders. The cost of using a credit card may also increase if you do not make the minimum monthly card payments and incur late fees. To ensure the most secure and best overall experience on our website we recommend the latest versions of, Internet Explorer is no longer supported. We believe that these costs, which overwhelmingly fall upon employers and their health care plans, provide us with an opportunity to market our diagnostic engines to business and governmental employers alike. Upon liquidation, holders of our debt. months to complete. We intend to adopt a Code of Ethics by December 31, 2021. Proteins, in turn, direct all cellular function. The type of dilution that hurts early-stage investors most occurs when the Company sells more shares in a down round, meaning at a lower valuation than in earlier offerings. See Use of Proceeds and Plan of Distribution and Selling Shareholders., The Company expects that the amount of expenses of the offering that it will pay if all offered shares are sold will be approximately $3,770,000.
When a gene is expressed, a copy of a portion of its DNA sequence called messenger RNA (mRNA) is used as a template to direct the synthesis of a particular protein. And Frlli, Inc, Assignment Agreement dated July 24, 2020 between Frlli, Inc (Assignor) GATC Canna and GATC Rx. During the period from Inception to December 31, 2020, net cash flows used in operating activities was $857,176, financing activities provided $1,186,250 in cash, and investing activities, consisting of capitalized software development costs, used $268,200 in cash. Our Articles of Incorporation and bylaws also authorize us to indemnify these officers for actions taken by them in those capacities to the maximum extent permitted by Wyoming law. These resources may make it difficult for us to compete with them to successfully discover, develop and market new products and for our current products to compete with new products or new product indications that these competitors may bring to market. Sequencing is the process of determining the nucleic acid sequence the order of nucleotides in DNA, RNA, or proteins. Does not give effect to the 15% discount that certain investors may receive on the price paid per share. The following table sets out the Companys officers, directors and significant employees. There can be no assurance that we will be profitable. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. After each closing, funds tendered by investors will be made available to the Company. The selling shareholders are offering up to 950,500 shares of Common Stock, plus up to 142,575 shares to be issued to investors who purchase 200,000 or more shares. Our Board of Directors or the committees or officers to which such decisions are delegated will have the ability to amend or revise these and our other policies at any time without stockholder vote. Our continued growth and profitability depend on our ability to successfully realize our growth strategy by expanding our sales. Our revenue is expected to be derived primarily from developmental fees for various Engines, and then when marketing of those Engines and their related testing regimes is successful (of which there can be no assurance) from the sale of test kits on our white label projects, and from AI analysis of test results. The Company has one majority-owned subsidiary, GATC Rx Corp (GATC Rx). with up to 5 times the number of maximum matches per search vs. non-subscribers. The address of each beneficial owner is 2030 Main Street, Suite 660, Irvine California 92614. Patent disputes are frequent, costly and can preclude, delay or increase the cost of commercialization of products.
GATC Health Welcomes the FDA Modernization Act 2.0, Allowing New Drug With Dr. James Shapiro, he developed the Edmonton Protocol for patients with Type 1 diabetes, a recognized major advancement in the treatment of diabetes. We also intend to acquire one or more companies in the genomic business who we believe can, by virtue of their technological expertise or existing market presence, enable the Company to expand its product offerings and market penetration. THIS PRELIMINARY OFFERING CIRCULAR SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR MAY THERE BE ANY SALES OF THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL BEFORE REGISTRATION OR QUALIFICATION UNDER THE LAWS OF SUCH STATE. Nevertheless, we may not be able to compete with all or even a substantial percentage of competing technologies and product offerings in the industry. The use of proceeds described in Use of Proceeds is an estimate based on the Companys current business plan. According to the National Cancer Institute, in 2020, an estimated 1,806,590 new cases of cancer will be diagnosed in 2020 and 606,520 individuals will die from cancer. Industry Overview and GATC Healths Vision. The Company believes that the exclusive forum provision applies to claims arising under the Securities Act, but there is uncertainty as to whether a court would enforce such a provision in this context. The extent to which COVID-19 affects the Companys financial results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the COVID-19 outbreak and the actions to contain the outbreak or treat its impact, among others. Risks related to our securities and the offering, There has been only no public market for our Common Stock and an active trading market for our Common Stock may not develop following this offering. A patent dispute or litigation may not discourage a potential violator from bringing the product that is alleged to infringe to market prior to a final resolution of the dispute or litigation. is a way of arranging the sequences of DNA, RNA, or protein to identify regions of similarity that may be a consequence of functional, structural, or evolutionary relationships between the sequences Using the proprietary algorithms and artificial intelligence (AI) comprising Multiomic Advanced Technology , we are able to align and analyze all of the 6.4 billion nucleotide pairs in the human genomeup to 8,000 times more than the typical genetic rest-in seconds, not hours or days of computing time. The consulting agreement requires the Company to pay Mr. Moses $3,000 per month. The Company intends to market the shares in this offering both through online and offline means. These factors could adversely impact our growth and profitability in the future.
Home - GATC Health The table presents four scenarios for the convenience of the reader: a fully subscribed $50,000,000 raise from this offering, a $37,500,000 raise from this offering, a $25,000,000 raise from this offering, and a $12,500,000 raise from this offering, all giving effect to the conversion of $686,250 principal amount of Convertible Debentures plus interest thereon of $9,287.50 through December 31, 2020. He is a licensed California real estate broker and as such is licensed to receive commissions on business acquisitions. Moreover, if we lose or settle current or future litigations at certain stages or entirely, we could be subject to competition and/or significant liabilities, be required to enter into third-party licenses for the infringed product or technology or be required to cease using the technology or product in dispute. ONGOING REPORTING AND SUPPLEMENTS TO THIS OFFERING CIRCULAR. These companies will likely have greater resources than we do. The Companys success will be substantially dependent upon the discretion and judgment of its management team with respect to the application and allocation of the proceeds of this offering. convertible bonds, preferred shares or warrants) into stock. Pursuant to the requirements of Regulation A, the issuer certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form 1-A and has duly caused this Offering Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Irvine, California on July 12, 2021. Obtain strategic alliances or marketing partnerships for our Engines. Restrictions on Transfer: The Board of Directors may restrict the transfer of any of the Corporations Common Stock or any other securities which the Corporation may now or hereafter authorize to issue by giving the Corporation or any stockholder first right of refusal to purchase the stock, by making the stock redeemable or by restricting the transfer of the stock under such terms and in such manner as the directors may deem necessary and as are not inconsistent with the laws of the State of Wyoming. We currently have developed three customized genetic analysis Engines. Our primary assets consist of intellectual property, including patent applications and trade secrets, and we are continually enhancing our intellectual property estate. The following table compares the price that new investors are paying for their shares with the effective cash price paid by existing stockholders assuming that the shares are sold at $5.00 per share. If the Company successfully raises $46,180,000 in net proceeds, it intends to use the proceeds as follows: (a) research and development, including expansion of our technical team and developing new disease platforms and a mobile app for $20 million and general research and development staff of $3,980,000; (b) hiring of a grant team to obtain government grants for genetic research projects, $800,000; (c) marketing costs and public relations of $1.2 million; (d) cyber security costs of $1.4 million; (e) strategic acquisitions of other companies in related businesses of $11.8 million, and (f) the remainder of $7 million for general and administrative expenses, including $300,000 in accrued compensation to consultants of which $51,000 is owed to officers of the Company. A form of the POA is filed as an exhibit to the Offering Statement of which this Offering Circular forms a part. He was Chief Science Officer and Senior Vice President of Yulex Corporation, which was engaged in applying modern genomic tools to improve crop productivity and producing high performance hybrid Guayule parthenium planting materials for the production of sustainable biomaterials including allergy-free latex products, bio rubber, biomass and resin-based specialty chemicals, from April 2014 to January 2017. 820,000 shares outstanding shares of Series A Convertible Preferred Stock; no other shares of Preferred Stock are outstanding. If a lawsuit is brought against the Company under the Agreement, it may be heard only by a judge or justice of the applicable trial court, which would be conducted according to different civil procedures and may result in different outcomes than a trial by jury would have had, including results that could be less favorable to the plaintiff(s) in such an action. Wyoming Law: Under Wyoming law, a Wyoming corporation generally cannot dissolve, amend its Articles of Incorporation, merge, consolidate, sell all or substantially all of its assets or engage in a statutory share exchange unless declared advisable by its Board of Directors and approved by the affirmative vote of stockholders entitled to cast at least two-thirds of all of the votes entitled to be cast on the matter unless a lesser percentage (but not less than a majority of all of the votes entitled to be cast on the matter) is set forth in the corporations Amended and Restated Articles of Incorporation. Interest expense during the period from Inception to December 31, 2020 was $9,287 due to the accrued interest on the Companys Convertible Debentures, which are mandatorily convertible into shares of Common Stock at the lower of $1.875 per share or 75% of the public offering price of this offering. They offer test results typically for less than $100, compared with up to $500 for our test, and are therefore more for a mass consumer market. SaaS, Android, Cloud Computing, Medical Device), Where the organization is headquartered (e.g. Our contract with Allergy Butler is for a co-branded health and wellness report. This site is protected by reCAPTCHA and the Google. Our Board of Directors may change our policies without stockholder approval. Our Common Stock may trade below the initial public offering price following the completion of this offering. In addition, some of our competitors may have technical or competitive advantages over us for the development of technologies and processes. The column Percent of Class includes a calculation of the amount the person owns now, plus the amount that person is entitled to acquire. If the Company opposed a jury trial demand based on the waiver, a court would determine whether the waiver was enforceable given the facts and circumstances of that case in accordance with applicable case law. The company's validated and proprietary Multiomics Advanced Technology (MAT) platform simulates human biochemistry's billions of interactions for accurate and rapid disease prediction, novel target identification, and drug discovery and development. You will be required to complete a Subscription Agreement in order to invest. Accordingly, if you purchase shares of Common Stock in this offering, you will experience immediate dilution of approximately $3.778 in the pro forma net tangible book value per share of Common Stock. The Company currently has three new Engines in development, including a heart attack Engine, an Engine for diabetes being developed for our affiliate GATC DB and a depression Engine. Mr. Martin has been the managing partner of Citivest Capital Group since June, 2010 and President of CMI Capital Investments since March 1989.