Current Report Filing (8-k)
July 01 2019 - 5:18PM
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 (Date of earliest event reported):
June 28, 2019
Outlook
Therapeutics, Inc.
(Exact name of registrant as specified in
its charter)
Delaware
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001-37759
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38-3982704
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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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7 Clarke Drive
Cranbury, New Jersey
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08512
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including
area code:
(609) 619-3990
(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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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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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¨
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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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Securities pursuant to Section 12 (b) of the Act:
Title of Each Class
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Trading Symbol(s)
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Name of Each Exchange on Which
Registered
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Common Stock
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OTLK
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The Nasdaq Stock Market LLC
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Series A Warrants
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OTLKW
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
x
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
x
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Item 1.01
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Entry into a Material Definitive Agreement.
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On June 28, 2019, Outlook Therapeutics, Inc. (the “Company”)
redeemed approximately $1.8 million outstanding aggregate principal amount of senior secured notes (the “Senior Notes”)
issued pursuant to the certain Note and Warrant Purchase Agreement dated December 22, 2017, as amended on April 13, 2017 and on
November 5, 2018, following which the Company entered into a Third Note Amendment (the “Third Amendment”) with the
holders of the remaining $6.7 million outstanding aggregate principal amount of Senior Notes. Under the Third Amendment, the maturity
date of the Senior Notes was amended to December 22, 2019, and the scheduled payments of principal and interest on or prior to
each of June 30, 2019 ($3.0 million), July 31, 2019 ($1.0 million) and August 31, 2019 ($1.0 million) were removed. The Company
also agreed to increase the interest rate payable on such Senior Notes to 12.0% per annum from 5.0% per annum.
The foregoing description of the Third Amendment is a summary
of the material terms of such amendment, does not purport to be complete and is qualified in its entirety by reference to the Third
Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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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Outlook Therapeutics, Inc.
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Date: July 1, 2019
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By:
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/s/ Lawrence A. Kenyon
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Lawrence A. Kenyon
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Chief Executive Officer and Chief Financial Officer
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