Current Report Filing (8-k)
July 16 2020 - 4:06PM
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
July 15, 2020
(Date
of Report date of earliest event reported)
Aptose
Biosciences Inc.
(Exact Name of Registrant as Specified in Its Charter)
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Canada
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001-32001
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98-1136802
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(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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251 Consumers Road, Suite 1105 Toronto, Ontario M2J 4R3
Canada
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M2J 4R3
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(Address of Principal Executive Offices)
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(Zip Code)
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(647) 479-9828
(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))
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Securities registered pursuant to Section 12(b) of the Act:
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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 Shares, no par value
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APTO
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The Nasdaq Capital Market
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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 ☒
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. ☒
Item 1.01. Entry into a Material Definitive Agreement.
On July 15, 2020, Aptose Biosciences Inc. (Aptose) entered into an Underwriting Agreement (the Underwriting Agreement) with Piper
Sandler & Co., as representative of the underwriters identified therein (collectively, the Underwriters), pursuant to which Aptose agreed to issue and sell 10,500,000 common shares at a public offering price of $5.25 per common
share (the Offering). Under the terms of the Underwriting Agreement, Aptose granted the Underwriters a 30-day option to purchase up to an additional 1,575,000 common shares. Aptose expects to
receive approximately $51.6 million in net proceeds from the Offering (excluding the option to purchase additional shares), after deducting underwriting discounts and commissions but before deducting estimated offering expenses. The common
shares are being offered and sold pursuant to the Companys effective registration statement on Form S-3 (Registration No. 333-235730) (the Registration
Statement), which was declared effective by the Securities and Exchange Commission (the SEC) on January 9, 2020, and the base prospectus included therein, as amended and supplemented by the preliminary prospectus supplement
filed with the SEC on July 15, 2020, and the final prospectus supplement which will be filed with the SEC. The Offering is expected to close on or about July 20, 2020, subject to satisfaction of customary closing conditions.
The above description of the Underwriting Agreement is qualified in its entirety by the Underwriting Agreement, which is attached to this report as Exhibit
1.1 and which is incorporated by reference into the Registration Statement.
Item 7.01. Regulation FD Disclosure.
On July 15, 2020, Aptose issued a press release announcing that it had priced the Offering, which press release is filed as Exhibit 99.1 to this report
and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information
in the press release attached as Exhibit 99.1 hereto shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), nor shall such information be deemed
incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01. Other Events.
In connection with the
Offering, Aptose is filing a legal opinion and consent as Exhibit 5.1 and Exhibit 23.1 to this report, which are incorporated by reference into the Registration Statement.
Item 9.01. Financial Statements and Exhibits.
(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.
Date: July 16, 2020
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APTOSE BIOSCIENCES INC.
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By:
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/s/ Gregory K. Chow
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Name:
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Gregory K. Chow
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Title:
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Senior Vice President & Chief Financial Officer
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