SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
September 18, 2018
Titan Pharmaceuticals, Inc.
(Exact name of registrant as specified in
(State or other jurisdiction of incorporation)
|(Commission File Number)
||(IRS Employer Identification No.) |
400 Oyster Point Blvd., Suite 505, South
San Francisco, CA 94080
(Address of principal executive offices
and zip code)
(Registrant's telephone number including
(Registrant's 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 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(b) under the Exchange Act (17 CFR 240.14a-12(b)) |
||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))|
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 2.03. Creation of Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of the Registrant.
On September 18, 2018, Titan Pharmaceuticals, Inc. (the “Company”)
entered into an unsecured convertible loan agreement (the “Agreement”) with L. Molteni & C. Dei Frattelli Alitti
Società Di Esercizio S.P.A. (“Molteni”) pursuant to which Molteni made a convertible loan (the “Loan”)
to Titan of €550,000 (approximately $642,000) following the Company’s submission of its response to the 120-day letter
from the European Medicines Agency (“EMA”). The terms of the loan (the “Loan”) were provided for in the
August 2018 amendment to the asset purchase, supply and support agreement between the Company and Molteni. In the event the EMA
grants marketing approval for Probuphine® by December 31, 2019, the Loan, together with accrued interest at the rate equal
to 9.50% plus the amount by which the one month LIBOR Rate exceeds 1.10%., will convert automatically into shares of the Company’s
common stock at a conversion price per share equal to the lower of (i) $0.57 (the closing price on the funding date) and (ii) the
closing price on the conversion date. In the event the EMA has not granted marketing approval by December 31, 2019, the Loan, together
with accrued interest, will become due and payable.
The Agreement is attached hereto as Exhibit 10.1 and is incorporated
herein by reference.
Item 9.01. Financial Statements and Exhibits.
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 thereunto duly authorized.
||TITAN PHARMACEUTICALS, INC.|
||/s/ Sunil Bhonsle|
||Chief Executive Officer and President|
Dated: September 20, 2018