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EX-99.1 - EX-99.1 - Kite Pharma, Inc.d18180dex991.htm

 

 

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): December 8, 2015

 

 

Kite Pharma, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36508   27-1524986

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

2225 Colorado Avenue

Santa Monica, California

  90404
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (310) 824-9999

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:

 

¨ 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 8.01 Other Events.

Updated Company Disclosure

On December 8, 2015, Kite Pharma, Inc. (“Kite”) filed with the Securities and Exchange Commission (the “SEC”) a preliminary prospectus supplement pursuant to Rule 424(b)(5) under the Securities Act of 1933 (the “Preliminary Prospectus Supplement”), relating to a proposed public offering of shares of Kite’s common stock (the “Public Offering”). The Preliminary Prospectus Supplement for the Public Offering contains updated company risk factor disclosure as well as an updated description of certain aspects of Kite’s business. Accordingly, Kite is filing information for the purpose of supplementing and updating the risk factor disclosure contained in Kite’s prior public filings, including those discussed under the heading “Item 1A. Risk Factors” in Kite’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015, filed with the SEC on November 12, 2015. Kite is also updating certain aspects of the description of Kite’s business from that described under the heading, “Item 1. Business” in Kite’s Annual Report on Form 10-K for the year ended December 31, 2014, filed with the SEC on March 26, 2015. The updated disclosures are filed herewith as Exhibit 99.1 and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

The following exhibit is filed as part of this Current Report:

 

99.1    Updated Company Disclosure


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: December 8, 2015    

KITE PHARMA, INC.

(Registrant)

    By:   /s/ Cynthia M. Butitta
    Name:   Cynthia M. Butitta
    Title:   Chief Financial Officer and Chief Operating Officer


EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Updated Company Disclosure