Smart scan

Point it at a matter: it detects document types, builds the chronology, and lists every party. Live.

Smart scan / 1004-00003

Client 1004 M&A / Corporate 12 docs · open →

Document types detected

Contract / agreement8

Analysis / memo2

Engagement letter1

Other1

Parties across the matter

COBALT VENTURES LPCapitol CorpCobalt Ventures LPCobalt Ventures Management LLCDelaware CorpDelaware General CorpGeneral CorpHAND DELIVERY Cobalt Ventures LPHARKNESS LLPHarkness LLPLAKESHORE HEALTH INNOVATION FUND LPLakeshore Health Innovation Fund LPLangford Speir Patent Group LLPNo Inc

Chronology

2027-04-12 · closing-checklist.xlsx

… dated April 12, 2024; $2,500,000 outstanding; 9.5% interest; maturity April 12, 2027) to the extent required for Series B issuance | Breck Alderman & Yost LLP / Heliograph Th …

2027-04-12 · funds-flow-memorandum.xlsx

… tanding | $2,500,000 to Ridgeline Capital Finance LLC (9.5%, maturing April 12, 2027) | Due Diligence / SPA Disclosure Schedules Heliograph Cash on Hand (March 31, 2025) | $9 …

2026-09-05 · closing-checklist.xlsx

… 025 Outside Date (Drop-Dead) | October 15, 2025 Escrow Release Date | September 5, 2026 Investor's Counsel | Calderwood & Harkness LLP (Beatrice Holloway, James Prentice, Naomi …

2026-09-05 · funds-flow-memorandum.xlsx

… regate purchase price. Held for 12 months post-closing (release date: September 5, 2026). Secures indemnification obligations of Heliograph under SPA Article VIII. Escrow agent …

2026-09-05 · escrow-agreement.docx

… Period" means the period commencing on the Closing Date and ending on September 5, 2026, being twelve (12) months following the Closing Date; provided, however, that with respec …

2026-09-05 · series-b-preferred-stock-purchase-agreement.docx

… ate that is twelve (12) months after the Closing Date (expected to be September 5, 2026), on which date the Escrow Amount (less any amounts previously disbursed or subject to th …

2025-10-15 · closing-checklist.xlsx

… Expected Closing Date | September 5, 2025 Outside Date (Drop-Dead) | October 15, 2025 Escrow Release Date | September 5, 2026 Investor's Counsel | Calderwood & Harkness LLP (B …

2025-10-15 · funds-flow-memorandum.xlsx

… to closing] Expected Closing Date | September 5, 2025 Outside Date | October 15, 2025 Transaction | Series B Preferred Stock Purchase — Heliograph Therapeutics, Inc. Governing …

2025-10-15 · series-b-preferred-stock-purchase-agreement.docx

… nt with respect to the Series B Preferred Stock. "Outside Date" means October 15, 2025. "Permitted Liens" means (a) liens for Taxes that are not yet due and payable or that are …

2025-09-05 · closing-checklist.xlsx

2025-09-05 · form-secretarys-certificate.docx

… referred Stock Purchase Agreement dated August 15, 2025 Closing Date: September 5, 2025 The undersigned, Jordan R. Kavanagh, acting as Secretary of Heliograph Therapeutics, Inc. …

2025-09-05 · funds-flow-memorandum.xlsx

… red | [Date — to be updated prior to closing] Expected Closing Date | September 5, 2025 Outside Date | October 15, 2025 Transaction | Series B Preferred Stock Purchase — Heliogr …

2025-09-05 · escrow-agreement.docx

… ESCROW AGREEMENT Dated as of September 5, 2025 among HELIOGRAPH THERAPEUTICS, INC. a Delaware corporation (the "Company") COBALT VENTURE …

2025-09-05 · series-b-preferred-stock-purchase-agreement.docx

… Date" has the meaning set forth in Section 2.3 and is expected to be September 5, 2025. "Common Stock" means the common stock, par value $0.0001 per share, of the Company, of w …

2025-09-04 · form-secretarys-certificate.docx

… as duly filed with the Secretary of State of the State of Delaware on September 4, 2025 and has not been further amended, modified, restated, or supplemented since such filing. …

2025-09-03 · closing-checklist.xlsx

… g all wire transfers at closing | Calderwood & Harkness LLP | Draft | September 3, 2025 | To be circulated to all parties for approval at least 2 business days before closing 10 …

2025-09-02 · closing-checklist.xlsx

… f State (DE File No. 5923417) | Breck Alderman & Yost LLP | Pending | September 2, 2025 | To be dated within 5 business days of closing; to be attached to Secretary's Certificat …

2025-09-02 · form-secretarys-certificate.docx

… Inc. issued by the Secretary of State of the State of Delaware, dated September 2, 2025] Delaware File Number: 5923417 Registered Agent: Capitol Corporate Services, Inc., 1675 S …

2025-08-29 · funds-flow-memorandum.xlsx

… es B Preferred Stock Purchase — Cobalt Ventures LP | PENDING — due by August 29, 2025 (5 business days before September 5 closing) | [TBD] 3 | Calderwood & Harkness LLP (Legal …

2025-08-18 · closing-checklist.xlsx

2025-08-15 · closing-checklist.xlsx

… of Series B Preferred Stock Price Per Share | $1.3875 Signing Date | August 15, 2025 Expected Closing Date | September 5, 2025 Outside Date (Drop-Dead) | October 15, 2025 Esc …

2025-08-15 · form-secretarys-certificate.docx

… ction 6.2(d) of the Series B Preferred Stock Purchase Agreement dated August 15, 2025 Closing Date: September 5, 2025 The undersigned, Jordan R. Kavanagh, acting as Secretary …

2025-08-15 · funds-flow-memorandum.xlsx

… verning Agreement | Series B Preferred Stock Purchase Agreement dated August 15, 2025 Investor | Cobalt Ventures LP (Delaware limited partnership), EIN 85-4023176 Investor Add …

2025-08-15 · escrow-agreement.docx

… that certain Series B Preferred Stock Purchase Agreement, dated as of August 15, 2025 (the "Purchase Agreement"), pursuant to which the Investor is purchasing 14,414,414 share …

2025-08-15 · investors-rights-agreement.docx

… INVESTORS' RIGHTS AGREEMENT Heliograph Therapeutics, Inc. August 15, 2025 among Heliograph Therapeutics, Inc. Cobalt Ventures LP Pinnacle BioVentures Fund II LP an …

2025-08-15 · rofr-and-co-sale-agreement.docx

… FUSAL AND CO-SALE AGREEMENT Heliograph Therapeutics, Inc. Dated as of August 15, 2025 EXECUTION VERSION RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT This RIGHT OF FIRST REFUSA …

2025-08-15 · series-b-preferred-stock-purchase-agreement.docx

… ited Partnership ________________________________________ Dated as of August 15, 2025 ________________________________________ Purchase and Sale of 14,414,414 Shares of Series …

2025-08-15 · voting-agreement.docx

… VOTING AGREEMENT HELIOGRAPH THERAPEUTICS, INC. Dated as of August 15, 2025 Among HELIOGRAPH THERAPEUTICS, INC. a Delaware corporation COBALT VENTURES LP a Delaware …

2025-08-08 · closing-checklist.xlsx

… effect; (iii) Board resolutions approving Series B financing (adopted August 8, 2025); (iv) incumbency and specimen signatures of authorized officers (Dr. Priya Anand, CEO; D …

2025-08-08 · form-secretarys-certificate.docx

… ere adopted by unanimous written consent of the Board of Directors on August 8, 2025, in accordance with Section 141(f) of the Delaware General Corporation Law and the Bylaws …

2025-08-08 · due-diligence-summary-memo.docx

… ard of directors approved the Series B financing at a meeting held on August 8, 2025. The board resolution authorizing the financing was reviewed and appears to be in proper …

2025-08-08 · amended-and-restated-certificate-of-incorporation.docx

… the "Board") in accordance with Sections 242 and 245 of the DGCL. On August 8, 2025, the Board of Directors adopted resolutions setting forth this Restated Certificate, decl …

2025-08-08 · series-b-preferred-stock-purchase-agreement.docx

… reements at a duly convened meeting of the Board of Directors held on August 8, 2025; NOW, THEREFORE, in consideration of the mutual promises, representations, warranties, co …

2025-07-28 · due-diligence-summary-memo.docx

… LLP Ryan Kowalski, Working Associate, Calderwood & Harkness LLP DATE: July 28, 2025 RE: Legal Due Diligence Summary — Proposed Series B Preferred Stock Investment by Cobalt …

2025-07-18 · closing-checklist.xlsx

… uly 7, 2025 | First draft SPA circulated by Calderwood & Harkness LLP July 18, 2025 | IP diligence report delivered by Langford Speir Patent Group LLP | 7 patent families; 3 …

2025-07-18 · due-diligence-summary-memo.docx

… ted by Langford Speir Patent Group LLP, which delivered its report on July 18, 2025. Audited financial statements for the fiscal year ended December 31, 2024, prepared by Wh …

2025-07-11 · due-diligence-summary-memo.docx

… s supplemented by management interviews conducted on July 2, 2025 and July 11, 2025, as well as third-party reports and public searches. Intellectual property diligence was …

2025-07-07 · closing-checklist.xlsx

… ne 23, 2025 | Due diligence data room opened (Pemberton Technologies) July 7, 2025 | First draft SPA circulated by Calderwood & Harkness LLP July 18, 2025 | IP diligence re …

2025-07-02 · due-diligence-summary-memo.docx

… rs. Our review was supplemented by management interviews conducted on July 2, 2025 and July 11, 2025, as well as third-party reports and public searches. Intellectual prope …

2025-06-30 · due-diligence-summary-memo.docx

… earch of the North Carolina Secretary of State's records conducted on June 30, 2025. No other foreign qualifications have been identified. Based on our review of the Company …