UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
March 25, 2015
(Date of Report - date of earliest event reported)
Tekmira
Pharmaceuticals Corporation
(Exact Name of Registrant as Specified in Its Charter)
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British Columbia, Canada |
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001-34949 |
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98-0597776 |
(State or Other Jurisdiction of
Incorporation or Organization) |
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(Commission
File Number) |
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(I.R.S. Employer
Identification No.) |
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100-8900 Glenlyon Parkway
Burnaby, British Columbia,
Canada |
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V5J 5J8 |
(Address of Principal Executive Offices) |
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(Zip Code) |
(604) 419-3200
(Registrants Telephone Number, Including Area Code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
The Registrant issued a press release on March 25, 2015 announcing
the completion of an underwritten public offering. The press release is attached as Exhibit 99.1, and the information contained therein is incorporated herein by reference.
Item 9.01. |
Financial Statements and Exhibits. |
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Exhibit No. |
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Description |
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99.1 |
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Press Release dated March 25, 2015. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: March 25, 2015
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TEKMIRA PHARMACEUTICALS CORPORATION |
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By: |
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/s/ Bruce G. Cousins |
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Name: |
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Bruce G. Cousins |
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Title: |
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Executive Vice President & Chief Financial Officer |
EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Press Release dated March 25, 2015. |
Exhibit 99.1
Tekmira Announces Completion of Underwritten Public Offering of Common Shares
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FOR IMMEDIATE RELEASE: |
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March 25, 2015 |
Vancouver, B.C. Tekmira Pharmaceuticals Corporation (Nasdaq: TKMR), an industry-leading therapeutic
solutions company focused on developing a cure for chronic hepatitis B virus infection (HBV), announced today that it has completed its previously announced underwritten public offering of 7.5 million common shares at a price of US$20.25 per
share for aggregate gross proceeds of US$151.9 million before deducting underwriting discounts and commissions and other offering expenses. Tekmira also granted the underwriters a 30-day option to purchase up to an additional 1.125 million
common shares, which, if exercised, would result in additional gross proceeds of US$22.8 million.
Tekmira anticipates using the net
proceeds from this offering to develop and advance product candidates through clinical trials, as well as for working capital and general corporate purposes.
Leerink Partners LLC and RBC Capital Markets, LLC acted as the lead book-runners for the offering. Nomura acted as a book-runner for the
offering. Co-managers for the offering were: JMP Securities, Wedbush PacGrow and Lazard Frères & Co.
The offering was
made pursuant to an effective shelf registration statement previously filed with the U.S. Securities and Exchange Commission. No securities were offered, sold or delivered, directly or indirectly, in Canada or to any resident of Canada. A prospectus
supplement relating to the offering was filed with the SEC. Copies of the prospectus supplement relating to these securities may also be obtained from: Leerink Partners LLC; Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA
02110, or via telephone at (800) 808-7525, or by email at syndicate@leerink.com; or from RBC Capital Markets, LLC, 200 Vesey Street, 8th Floor, New York, NY 10281-8098; Attention: Equity Syndicate; phone: (877) 822-4089; email:
equityprospectus@rbccm.com.
About Tekmira
Tekmira Pharmaceuticals Corporation is a biopharmaceutical company dedicated to discovering, developing and commercializing a cure for patients
suffering from chronic hepatitis B infection (HBV). Our strategy is to target the three pillars necessary to develop a curative regimen for HBV, including suppressing HBV replication within liver cells, stimulating and reactivating the bodys
immune system so that it can mount an effective defense against the virus and, most importantly, eliminating the reservoir of viral genomic material known as covalently closed circular DNA, or cccDNA, that is the source of HBV persistence. Our
portfolio of assets includes eight drug candidates for use in combination to develop a cure for HBV, and includes our product TKM-HBV currently in Phase 1 clinical studies.
We also have a pipeline of non-HBV assets in oncology, anti-viral and metabolic therapeutics
that leverage our expertise in RNA interference (RNAi) therapeutics and leading Lipid Nanoparticle (LNP) technology. RNAi and LNP technology have the potential to generate new therapeutics that take advantage of the bodys own natural processes
to silence disease causing genes, or more specifically, to eliminate specific gene-products, from the cell. We intend to maximize the value of our non-HBV assets in the clinic, namely: TKM-PLK1 for advanced gastrointestinal neuroendocrine tumors,
adrenocortical carcinoma and hepatocellular carcinoma; and TKM-Ebola, and TKM-Ebola-Guinea for ebola virus disease; as well as our preclinical programs in metabolic disorders and filoviruses.
Tekmira is headquartered in Vancouver, BC, Canada with offices in Doylestown, PA, USA. For more information, visit www.tekmira.com.
Forward-Looking Statements and Information
This press release contains forward-looking statements within the meaning of the Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, and forward looking information within the meaning of Canadian securities laws (collectively, forward-looking statements). Forward-looking statements in this press release include
statements about a 30-day option to purchase additional common shares; additional gross proceeds; anticipated use of net proceeds; Tekmiras strategy to develop a curative regimen for HBV; the potential of RNAi and LNP technology; and
Tekmiras intent to maximize the value of their non-HBV assets.
With respect to the forward-looking statements contained in this
press release, Tekmira has made numerous assumptions regarding, among other things: stability of economic and market conditions; and the continued demand for Tekmiras assets. While Tekmira considers these assumptions to be reasonable, these
assumptions are inherently subject to significant business, economic, competitive, market and social uncertainties and contingencies.
Additionally, there are known and unknown risk factors which could cause Tekmiras actual results, performance or achievements to be
materially different from any future results, performance or achievements expressed or implied by the forward-looking statements contained herein. Known risk factors include, among others: Tekmiras ability to obtain and protect intellectual
property rights, and operate without infringing on the intellectual property rights of others; Tekmiras research and development capabilities and resources will not meet current or expected demand; Tekmiras products may not prove to be
effective in the treatment of cancer and infectious diseases; the possibility that other organizations have made advancements in RNAi delivery technology that Tekmira is not aware of; the FDA will not approve the commencement of Tekmiras
planned clinical trials or approve the use of Tekmiras products and generally, difficulties or delays in the progress, timing and results of clinical trials; the FDA may determine that the design and planned analysis of Tekmiras clinical
trials do not adequately address the trial objectives in support of Tekmiras regulatory submissions; pre-clinical and clinical trials may be more costly or take longer to complete than anticipated; pre-clinical or clinical trials may not
generate results that warrant future development of the tested drug candidate; and the possibility that Tekmira has not sufficiently budgeted for expenditures necessary to carry out planned activities.
A more complete discussion of the risks and uncertainties facing Tekmira appears in
Tekmiras Annual Report on Form 10-K and Tekmiras continuous disclosure filings, which are available at www.sedar.com and at www.sec.gov. All forward-looking statements herein are qualified in their entirety by this cautionary statement,
and Tekmira disclaims any obligation to revise or update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or
developments, except as required by law.
Contact Information
Investors
Julie P. Rezler
Director, Investor Relations
Phone: 604-419-3200
Email: jrezler@tekmira.com
Media
Please direct all media inquiries to media@tekmira.com
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