Current Report Filing (8-k)
August 30 2019 - 4:16PM
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): August 30, 2019
Tetraphase Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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001-35837
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20-5276217
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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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480 Arsenal Way
Watertown, Massachusetts
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02472
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(617) 715-3600
Not Applicable
(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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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 exchange
on which registered
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Common Stock, $0.001 par value per share
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TTPH
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Nasdaq Global Select 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 1.02
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Termination of a Material Definitive Agreement.
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On August 30, 2019, Tetraphase Pharmaceuticals, Inc. (the Company) entered into a payoff letter with Solar Capital Ltd., as
collateral agent and lender, and the other lenders named therein (Solar Capital Ltd. and the other lenders collectively referred to herein as the Lenders), pursuant to which the Company agreed to pay off and thereby terminate its Loan
and Security Agreement, dated as of November 2, 2018, as amended, with the Lenders (the Loan Agreement).
Pursuant to the
payoff letter, the Company will pay, on or about August 30, 2019, a total of $30.7 million to the Lenders, representing the principal balance, accrued interest outstanding and a portion of the final fee under the Loan Agreement in
repayment of the Companys outstanding obligations under the Loan Agreement.
Upon the payment of the $30.7 million, all
outstanding indebtedness and obligations of the Company owing to the Lenders under the Loan Agreement will be deemed paid in full. The Loan Agreement and the notes thereunder, as well as the security interests in the assets of the Company securing
the Loan Agreement and note obligations, will be terminated. The Lenders will retain the warrants issued to them in connection with the origination of the Loan Agreement obligations.
The Company originally entered into the Loan Agreement on November 2, 2018 and borrowed $30.0 million. The Companys
obligations under the Loan Agreement were secured by a first priority security interest in substantially all of its assets. The Company agreed not to pledge or otherwise encumber its intellectual property assets, subject to certain exceptions.
The description of the payoff letter contained herein does not purport to be complete and is qualified in its entirety by reference to the
payoff letter, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
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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Date: August 30, 2019
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By:
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/s/ Maria Stahl
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Maria Stahl
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Chief Business Officer and General Counsel
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