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EX-99.1 - EXHIBIT 99.1 - Biohaven Pharmaceutical Holding Co Ltd.a2018dec-17pressreleaseexh.htm

 
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 17, 2018 
 
Biohaven Pharmaceutical Holding Company Ltd.
(Exact name of registrant as specified in its charter)
 
British Virgin Islands
 
 
001-38080
 
 
Not applicable
(State or other jurisdiction of
incorporation)
 
 
(Commission File Number)
 
 
(IRS Employer
Identification No.)
c/o Biohaven Pharmaceuticals, Inc.
215 Church Street
New Haven, Connecticut 06510
(Address of principal executive offices, including zip code)
 
(203) 404-0410
(Registrant’s telephone number, including area code)
 
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:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o 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 x
 
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. x


 
 
 



Item 7.01 Regulation FD Disclosure.
 
On December 17, 2018, Biohaven Pharmaceutical Holding Company Ltd. (the “Company”) issued a press release announcing the closing of its underwritten public offering of 3,859,060 of its common shares, including the full exercise of the underwriters’ option to purchase additional shares, at a price to the public of $37.25 per share. The aggregate gross proceeds to the Company from the offering, before deducting underwriting discounts and commissions and offering expenses payable by the Company, were approximately $143.7 million. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 7.01, including Exhibit 99.1, is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liability of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The information in this Item 7.01, including Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or into any filing or other document pursuant to the Exchange Act, except as otherwise expressly stated in any such filing.

Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit Number


Exhibit Description
99.1
 
Press Release Titled “Biohaven Announces Closing of $144M Public Offering of Common Shares, Including Full Exercise of Underwriters’ Option to Purchase Additional Shares.”







EXHIBIT INDEX
 






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.
 
 
 
 
 
Biohaven Pharmaceutical Holding Company Ltd.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Vlad Coric, M.D.
 
Date: December 20, 2018
 
 
Vlad Coric, M.D.
Chief Executive Officer