Current Report Filing (8-k)
April 26 2019 - 4:43PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
otPursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of
Report (Date of earliest event reported):
April 24, 2019
AYTU BIOSCIENCE, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-38247
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47-0883144
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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373 Inverness Parkway, Suite 206
Englewood, CO 80112
(Address
of principal executive offices, including Zip Code)
Registrant’s
telephone number, including area code:
(720) 437-6580
N/A
(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:
Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
As
disclosed previously, on August 11, 2017, Aytu BioScience, Inc.
(the “Company”) entered into a Securities Purchase
Agreement (“SPA”) with certain purchasers (the
“Purchasers”) of the Company’s securities. Among
other terms, the SPA granted the Purchasers the right to
participate in future financing transactions by the Company and
also prohibited the Company from entering into certain
“variable rate transactions,” until August 11, 2022. On
April 24, 2019, the Company entered into an amendment to the SPA
(the “Amendment”) in accordance with the terms of the
SPA. Under the Amendment, the Purchasers continue to have a right
to participate in future financing transactions by the Company
until August 11, 2019, but the Amendment reduces and simplifies
some of the notice requirements of the Company in connection with
this right. In addition, the Amendment removes the prohibition
against the Company engaging in certain other transactions. No
consideration was given by the Company in exchange for Purchasers'
agreement to this Amendment.
The
foregoing summary of the Amendment does not purport to be complete
and is subject to, and qualified in its entirety by, the full text
of the Amendment, the form of which is filed as Exhibit 10.1 to
this report and is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On
April 26, 2019, the Company issued a press release announcing the
submission of ZolpiMist
TM
for approval by the
Australian Therapeutic Goods Administration. A copy of the press
release is filed as Exhibit 99.1 to this report and is incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d)
The following exhibit is being filed herewith:
Exhibit
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Description
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Form of
Amendment No. 1 to Securities Purchase Agreement, dated April 24,
2019
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Press
Release dated April 26, 2019
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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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AYTU
BIOSCIENCE, INC.
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Date:
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April
26, 2019
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By:
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/s/
Joshua R. Disbrow
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Joshua
R. Disbrow
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Chief
Executive Officer
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