And Frlli, Inc, Assignment Agreement dated July 24, 2020 between Frlli, Inc (Assignor) GATC Canna and GATC Rx. IRVINE, Calif., Dec. 28, 2021 /PRNewswire/ -- GATC Health, a technology company revolutionizing drug discovery and disease prediction using artificial . Laboratories which conduct genetic sequencing are subject to the Clinical Laboratory Improvement Amendments Act of 1988, which establish the certification process laboratories must pass in order to legally conduct clinical testing. Cyber Security Risks of our Multiomic Advanced Technology. Each investor must represent in writing that he/she/it meets the applicable requirements set forth above and in the Subscription Agreement, including, among other things, that (i) he/she/it is purchasing the Common Stock for his/her/its own account and (ii) he/she/it has such knowledge and experience in financial and business matters that he/she/it is capable of evaluating without outside assistance the merits and risks of investing in the Common Stock, or he/she/it and his/her/its purchaser representative together have such knowledge and experience that they are capable of evaluating the merits and risks of investing in the Common Stock. After the initial closing of the Offering, the Company expects to hold closings on at least a monthly basis. 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. Our Amended and Restated Articles of Incorporation provides for approval of any of these matters by the affirmative vote of stockholders entitled to cast a majority of all the votes entitled to be cast on such matters. There has been no public market for our Common Stock and an active trading market for our Common Stock may not develop following this offering. Different rules apply to accredited investors. We intend to adopt a Code of Ethics by December 31, 2021. IRVINE, Calif., Jan. 25, 2023 /PRNewswire/ -- GATC Health, a science and technology company revolutionizing drug discovery and disease prediction using artificial intelligence (AI), today. We expect to file an additional patent application within the next twelve months. In the case of sales to fiduciary accounts (Keogh Plans, Individual Retirement Accounts (IRAs) and Qualified Pension/Profit Sharing Plans or Trusts), the above suitability standards must be met by the fiduciary account, the beneficiary of the fiduciary account, or by the donor who directly or indirectly supplies the funds for the purchase of the Common Stock. He was the CEO and founder of IrisMind in 2015, which was comprised of former Seamless and Grubhub engineers, to partner, develop and invest in vertical SaaS (Software as a Service, allowing users to connect to and use cloud-based apps over the Internet) and AI startups. Chairman and Director (Principal Executive Officer), Chief Financial Officer and Director (Principal Accounting and Financial Officer). Certain aspects of MAT were developed by an unaffiliated company, Frlli Inc. and assigned to GATC Canna on July 7, 2019. We own intellectual property, including patent applications and trade secrets acquired from Frlli, Inc. and GATC Canna on July 24, 2020, as well as rights to Patent Application 2021/0104322 published on April 8, 2021, Personal Wellness Recommendation Engine, originally patent application 16/938,791 filed on July 20, 2020. Mr. Martin received a bachelors degree in real estate from Georgia State University in 1974. All fees are due to MSC regardless of whether investors are rejected after AML checks or the success of the Offering. Professor Emeritus Surgery and Biomedical Engineering University of California Irvine PhD University of Alberta Experimental Surgery Internationally recognized in stem cells and islet transplant for diabetics There are provisions in our Articles of Incorporation and bylaws that may discourage a third party from making a proposal to acquire us, even if some of our stockholders might consider the proposal to be in their best interests. A depression Engine is being developed internally at this time. These amounts will be paid out of the proceeds of this offering. Risks related to the Company and its Business. GATC's move into the WVU Innovation Corporation's facility is further evidence of the company's recent growth initiatives, which include adding industry-leading expertise to its management team and advisory boards. GATC Health Corps authorized capital stock consists of 100,000,000 shares of Common Stock, $0.0001 par value per share, and 10,000,000 shares of Preferred Stock, $0.0001 par value per share, including up to 1,500,000 shares of Series A Convertible Preferred Stock. Selling shareholders will participate on a modified pro rata basis, with nine shareholders, who are offering a total of 728,500 shares, comprising the first 200,000 shares being sold by selling shareholders, and thereafter all selling shareholders as a group will sell pro rata, which means that at each closing in which selling shareholders are participating, a shareholder will be able to sell its Pro Rata Portion of the shares that the shareholder is offering (as set forth in the table below) of the number of securities being issued to investors. GATC DB Care is devoted to improving diabetes detection and treatment by utilizing GATC Healths proprietary Multiomics Advanced Technology (MAT). Assuming a maximum raise of $12,500,000, (and assuming no shares are issued as perks, see Plan of Distribution and Selling Shareholders - Perks), the net proceeds of this offering would be approximately $8,430,000 after subtracting sales by selling shareholders, estimated Offering costs of $120,000 in advisory fees payable to Manhattan Street Capital, as well as 7% in transaction fees as set forth under the caption Plan of Distribution and Selling Shareholders above of $875,000, and $200,000 in legal, accounting and other fixed costs of the offering. The traditional pharmaceutical drug discovery process is largely manual, labor intensive and extremely expensive. This Offering Circular Summary highlights information contained elsewhere and does not contain all of the information that you should consider in making your investment decision. Assuming a maximum raise of $37,500,000, and assuming no shares are issued as perks, see Plan of Distribution and Selling Shareholders - Perks), the net proceeds of this offering would be approximately $33,305,000 after subtracting sales by selling shareholders, estimated offering costs of $120,000 in advisory fees payable to Manhattan Street Capital, as well as 7% in transaction fees as set forth under the caption Plan of Distribution and Selling Shareholders above of $2,625,000, and $200,000 in legal, accounting and other fixed costs of the offering. We may not be able to develop commercial products. In addition, some of our competitors may have technical or competitive advantages over us for the development of technologies and processes. 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. Management discretion as to use of proceeds. In addition, at any time after completing reporting for the fiscal year in which this offering statement was qualified, if the securities of each class to which this offering statement relates are held of record by fewer than 300 persons and offers or sales are not ongoing, the Company may immediately suspend the Companys ongoing reporting obligations under Regulation A. From March 2013 to January 2016, Mr. Stroh was CEO of Global Healthcare Advisors. The Genetic Information and Nondiscrimination Act of 2008 (GINA) protects the genetic privacy of the public, including research participants. No condition, stipulation or provision of the Subscription Agreement serves as a waiver by any holder of the Companys securities or by the Company of compliance with any substantive provision of the federal securities laws and the rules and regulations promulgated under those laws. Typically, the terms of convertible notes issued by early-stage companies provide that in the event of another round of financing, the holders of the convertible notes get to convert their notes into equity at a discount to the price paid by the new investors, i.e., they get more shares than the new investors would for the same price. Free trial requires registration and a valid credit card. BEFORE MAKING ANY REPRESENTATION THAT YOUR INVESTMENT DOES NOT EXCEED APPLICABLE THRESHOLDS, THE COMPANY ENCOURAGES YOU TO REVIEW RULE 251(d)(2)(i)(C) OF REGULATION A. "The drug epidemic has touched every community across West Virginia and the United States, and we must work together to defeat this devastating crisis. Buzzfile's Basic (Free) service is available to users for light non-commercial use only. GATC Health Corp, 2030 Main Street, Suite 660 Irvine, CA 92614 (833) 333-4282. info@gatchealth.com. That means at each closing, one share will be sold by the selling shareholders for each nine shares sold by the Company, until all 950,500 shares have been sold by the selling shareholders. We are not subject to any current regulation, although parties with whom we contract may be so subject. Compliance fee of $60.00 per individual international investor and $75.00 per international entity. We have no intention to pay dividends. However, most of these companies are better established and better capitalized than the Company. Jeff Moses, President and Chief Marketing Officer. Obtain strategic alliances or marketing partnerships for our Engines. We plan to launch one new Engine development project every two months, with each project requiring, on an average, 90 days to develop. The Company will make annual filings on Form 1-K, which will be due by the end of April each year and will include audited financial statements for the previous fiscal year. In this Offering Circular, unless the context indicates otherwise, the terms GATC Health, the Company, we, our and us refer to GATC Health Corp and its majority-owned subsidiary, GATC Rx Corp (GATC Rx). GATC DB is required to fund all the costs of developing the Engine. The COVID-19 pandemic has focused public attention on the importance of preventing pandemics as well as the prevention and cure of chronic diseases which share co-morbidities with COVID-19, such as diabetes, obesity, asthma, and respiratory conditions. Interim CEO. Together we are going to establish new best-practices of leveraging advanced AI to discover better drugs faster.". FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2020. To ensure the most secure and best overall experience on our website, we recommend the latest versions of. I am truly excited to work with the GATC team to integrate their novel platform technology for both Type 1 and 2 diabetes, developing important predictive signals that we can use to help all those that suffer from diabetes, says Dr. Lakey. company profile page along with the rest of the general data. Deliver funds directly by check, wire, debit card, credit card (which may incur a processing fee of 4%), or electronic funds transfer via ACH to the specified account or deliver evidence of cancellation of debt; 5. The following table displays, on a post Conversion basis, the voting securities beneficially owned by (1) any individual director or officer who beneficially owns more than 5% of any class of the Companys capital stock, (2) all executive officers and directors as a group and (3) any other holder who beneficially owns more than 10% of any class of the Companys capital stock on a post Conversion basis. (2) We have not engaged any placement agent or underwriter in connection with this offering. The Company subleases approximately 2,500 square feet of office space on a month to month basis in a modern office building from ONIT Sciences, Inc., a company under common control with the Company, and also reimburses ONIT for health insurance premiums of approximately $4,500 per month paid by ONIT on behalf of certain Company consultants as part of their agreements. 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. Certain investors are entitled to pay a lower price for the companys Common Stock. Of these shares, up to 11,500,000 are being offered by the Company, which includes 1,500,000 shares that will be offered to investors who purchase 200,000 or more shares. DIRECTORS, EXECUTIVE OFFICERS AND SIGNIFICANT EMPLOYEES. The Board of Directors of the Company recognizes that certain transactions present a heightened risk of conflicts of interest or the perception thereof. Cash management fee of 0.5% of funds processed (up to a maximum of $8,000). The result is many thousands of molecules, which require individual testing to discover which, if any, will make it to Phase I trials. Unless indicated, all work with the Company on a full-time basis. (1) The Company is offering up to 10,000,000 shares of Common Stock, plus up to 1,500,000 shares to be issued to investors who purchase 200,000 or more shares. The period of time from inception until resolution of a patent dispute or litigation is subject to the availability and schedule of the court, agency or tribunal before which the dispute or litigation is pending. for underage or AML reasons) subscriptions; Oversee transmittal by FundAmerica of data to the Companys Transfer Agent in the form of book-entry data for maintaining the Companys responsibilities for managing investors (investor relationship management, aka IRM) and record keeping; and. minimum monthly payments), you risk damaging your credit score and payment by credit card may be more susceptible to abuse than other forms of payment. The Company does not expect to pay dividends for the foreseeable future. We may not have sufficient management and financial resources to compete with all or even most of these specialized testing companies, and if appropriate, we may license our technology to them to increase market penetration in a short period of time. Our future success depends on our ability to develop new and accurate genetic diagnosis Engines for diseases and the marketing of those Engines thorough medical professionals and others. Two of those members, Dennis Locke and John Stroh, are also officers. Transaction fees charged by your credit card Company (which can reach 5% of transaction value if considered a cash advance) and interest charged on unpaid card balances (which can reach almost 25% in some states) add to the effective purchase price of the shares you buy. The Company believes that this is the case with respect to the Subscription Agreement. 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. Sakura Tran beneficially owns these shares through Evolutionary Analytics, LLC a limited liability company of which she is the sole member. GATC joins two pharma companies who recently announced they are leasing space in the WVUIC facility. Investor Relations. Technical and scientific staff currently work remotely. As of December 31, 2020 the Company had cash on hand of $28,429. Either way, the holders of the convertible notes get more shares for their money than new investors. The column Percent of Class includes a calculation of the amount the person owns now, plus the amount that person is entitled to acquire. This amount includes the following: (i) platform fees to Manhattan Street Capital of $120,000 and. As of May 28, 2021 we have licensed MAT to Allergy Butler and Systemic Formulas for the generation of health and wellness analyses reports. If we are unable to effectively market our Multiomic Advanced Technology we will be unable to grow and expand our business or implement our business strategy, which could materially impair our ability to obtain sales and revenue. On February 17, 2021 the Company appointed Dr. Lakey to the Board of Advisors. Sequencing is the process of determining the nucleic acid sequence the order of nucleotides in DNA, RNA, or proteins. Section 27 of the Exchange Act creates exclusive federal jurisdiction over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations thereunder. We intend to use a portion of the proceeds of this offering to hire a permanent Chief Executive Officer and Chief Financial Officer with public company and/or industry experience, and expand our general and administrative staff to support our expanded operations. THESE SECURITIES MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE ACCEPTED BEFORE THE OFFERING STATEMENT FILED WITH THE COMMISSION IS QUALIFIED. We may be subject to competition during this period and may not be able to fully recover for the losses, damages, and harms we incur from infringement by the competitor product even if we prevail. This website uses cookies and in order to improve the user experience. The following table illustrates the dilution that new investors will experience upon investment in the Company relative to existing holders of the Companys securities. Compliance fee of $2.00 per US individual and $25 per US entity. Although the genetic data we obtain is de-identified, we consider cyber security to be of the utmost importance, and plan to obtain, either via contract or through internal staff, the highest level of cyber security we can, given financial and technological constraints. MAT is not limited to analysis of the human genome. The results are incorporated in our analytical algorithms. In September 2011, after years of Congressional debate regarding patent reform legislation, President Obama signed into law the America Invents Act (the Act) considered by many to be the most substantial revision of U.S. patent law since 1952.
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