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EX-10.1 - EXHIBIT 10.1 - Outlook Therapeutics, Inc.t1700341_ex10-1.htm
EX-99.1 - EXHIBIT 99.1 - Outlook Therapeutics, Inc.t1700341_ex99-1.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): February 6, 2017

 

 

 

Oncobiologics, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware 001-37759 38-3982704
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer Identification No.)

 

7 Clarke Drive

Cranbury, New Jersey

08512
(Address of principal executive offices) (Zip Code)

 

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:

 

  ¨ 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 3.03 Material Modification to Rights of Security Holders.

 

On February 6, 2017, Oncobiologics, Inc. (the “Company”) extended the expiration date of its outstanding Series A warrants (NASDAQ: ONSIW; CUSIP number 68235M 113) (the “Series A Warrants”) to February 18, 2018 by entering into an amendment to that certain Warrant Agreement dated as of May 18, 2016 by and between the Company and the American Stock Transfer & Trust Company, LLC, as warrant agent.

 

The Series A Warrants to purchase up to an aggregate of 3,333,333 shares of the Company’s common stock, par value $0.01 per share, were originally issued as part of the units in the Company’s May 2016 initial public offering and concurrent private placement. The Series A Warrants have an exercise price of $6.60 per share and would otherwise have expired at 5:00 pm New York City time on February 18, 2017. The expiration date has been extended to 5:00 p.m. New York City time on February 18, 2018.

 

The Series A Warrants and shares of common stock issuable upon exercise of the Series A Warrants are registered on Form S-1, as amended, previously filed with and declared effective by the Securities and Exchange Commission (the “SEC”). A prospectus supplement relating to this expiration date extension for the Series A Warrants will be filed with the SEC, and mailed to the holders of record of the Series A Warrants.

 

The foregoing summary of the amendment to the Warrant Agreement is qualified in its entirety by reference to the complete text of such amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 8.01 Other Information.

 

On February 6, 2017, the Company issued a press release with respect to the foregoing, which is filed as Exhibit 99.1 hereto.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)   Exhibits.
     
Exhibit No.   Description
10.1   Amendment to the Warrant Agreement dated May 18, 2016 by and between Oncobiologics, Inc. and American Stock Transfer & Trust Company LLC, as Warrant Agent, dated February 6, 2017
99.1   Press Release dated February 6, 2017

 

 

 

 

SIGNATURE 

 

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.

 

    Oncobiologics, Inc.
       
Date: February 6, 2017   By: /s/ Lawrence A. Kenyon
      Lawrence A. Kenyon
      Chief Financial Officer