Current Report Filing (8-k)
January 26 2017 - 8:59AM
Edgar (US Regulatory)
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
Date of report: January 26, 2017
DELCATH
SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-16133
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06-1245881
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification Number)
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1633 Broadway, Suite 22C, New York, New York 10019
(Address of principal executive offices, including zip code)
(212) 489-2100
(Registrants telephone number, including area code)
NONE
(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):
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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))
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Item 1.01. Entry Into a Material Definitive Agreement
On January 26, 2017, Delcath Systems, Inc. (the Company) and holders of greater than 55% of the aggregate principal amount
(the Required Holders) of the Companys Senior Secured Convertible Notes due December 29, 2017 (the Notes) agreed to temporarily reduce the conversion price for conversions at the option of the holders of Notes (the
Conversion Price) to $0.32 per share of the Companys common stock, for a period commencing on January 26, 2017 and ending on February 1, 2017 (the Reduced Conversion Period).
The Required Holders also agreed to certain volume limitations on sales of the Companys common stock thereby during the Reduced
Conversion Period.
Item 8.01. Other Events.
The reduction of the Conversion Price may result in the issuance of a substantial number of shares of the Companys common stock. As of
the close of business on January 25, 2017, there were 18,125,392 shares of the Companys common stock outstanding.
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.
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DELCATH SYSTEMS, INC.
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Dated: January 26, 2017
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By:
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/s/ Jennifer K. Simpson, Ph.D.
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Name:
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Jennifer K. Simpson, Ph.D.
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Title:
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President and Chief Executive Officer
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