Alliqua BioMedical, Inc. (NASDAQ:ALQA) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
| Entry into a Material Definitive Agreement. |
As previously reported, on January 26, 2017, Alliqua BioMedical,
Inc. (the Company), AquaMed Technologies, Inc.,
a wholly owned subsidiary of the Company (the
Guarantor), and Perceptive Credit Holdings, L.P.
(Perceptive) entered into a Forbearance and
Amendment Agreement, to which the parties agreed to certain
amendments and modifications to the terms of the Credit Agreement
and Guaranty, dated May 29, 2015, by and among the Company, the
Guarantor and Perceptive (the Credit Agreement),
including, among other things, an extension to the currently
effective forbearance period in respect of the Companys default
of a covenant pertaining to trailing twelve-month revenue under
the Credit Agreement as of both September 30, 2016, and December
31, 2016 (the Specified Defaults).
On March 7, 2017, the Company, the Guarantor and Perceptive
entered into Amendment No.1 to Forbearance and Amendment
Agreement (the Amendment), to which Perceptive
agreed to extend the forbearance period and to forbear from
exercising any rights and remedies related to the Specified
Defaults until the earlier of (i) April 30, 2017, and (ii) the
date when Perceptive becomes aware that any other default (other
than the Specified Defaults) has occurred and is continuing (such
earlier date, the Termination Date). Perceptive
reserved the right, commencing on the Termination Date, to pursue
any rights and remedies available to it under the Credit
Agreement with respect to either or both of the Specified
Defaults.
In connection with the entry into the Amendment, the Company and
Perceptive also entered into an amendment and restatement of the
warrant issued to Perceptive in connection with the closing of
the Credit Agreement on May 29, 2015. The amended and restated
warrant (the Amended Warrant) is exercisable for
2,000,000 shares of the Companys common stock, par value $0.001
per share (the Common Stock) at an exercise
price of $0.50 (the Exercise Price). Perceptive
will not have the right to exercise the Amended Warrant to the
extent that after giving effect to such exercise, Perceptive
(together with Perceptives affiliates) would beneficially own in
excess of 9.99% of the Common Stock outstanding immediately after
giving effect to such exercise.
The foregoing descriptions of the Amendment and the Amended
Warrant do not purport to be complete and are qualified in their
entirety by reference to the full text of the Amendment and the
Amended Warrant, copies of which are attached hereto as Exhibit
10.1 and Exhibit 10.2, respectively, and incorporated herein by
reference.
| Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth under Item 1.01 of this Current Report
on Form 8-K is hereby incorporated by reference into this Item
2.03.
| Item 3.02 | Unregistered Sales of Equity Securities. |
The information regarding the issuance of the Amended Warrant to
Perceptive set forth under Item 1.01 of this Current Report on
Form 8-K is incorporated herein by reference. The Amended Warrant
offered and issued to Perceptive was not registered under the
Securities Act of 1933, as amended (the Securities
Act), or the securities laws of any state, and was
issued in reliance on the exemption from registration under the
Securities Act provided by Section 4(a)(2) and Regulation D (Rule
506) under the Securities Act. Perceptive represented that it was
an accredited investor (as defined by Rule 501 under the
Securities Act).
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit Number | Description | |
| 10.1 |
Amendment No.1 to Forbearance and Amendment Agreement, dated March 7, 2017, by and among Alliqua BioMedical, Inc., AquaMed Technologies, Inc. and Perceptive Credit Holdings, LP. |
|
| 10.2 |
Amended Warrant, dated March 7, 2017, by and between Alliqua BioMedical, Inc. and Perceptive Credit Holdings, LP. |
About Alliqua BioMedical, Inc. (NASDAQ:ALQA)
Alliqua BioMedical, Inc. is a provider of advanced wound care solutions. The Company’s businesses include advanced wound care and contract manufacturing. The Company operates through its subsidiaries, such as AquaMed Technologies, Inc. and Choice Therapeutics, Inc. The Company is engaged in developing a suite of advanced wound care solutions that will enable surgeons, clinicians and wound care practitioners to address the challenges in chronic and acute wounds. The Company utilizes hydrogel technology through which hydrogels are manufactured by introducing a hydrophilic polymer into water to create a feed mix. The Company’s commercial wound care portfolio consists of over four product categories, such as Human Biologics; Antimicrobial Protection; Exudate Management and Contract Manufacturing. Human Biologics include BIOVANCE and Extracellular Matrix (ECM). Under Antimicrobial Protection, the Company offers TheraBond 3D Antimicrobial Barrier Systems and SilverSeal. Alliqua BioMedical, Inc. (NASDAQ:ALQA) Recent Trading Information
Alliqua BioMedical, Inc. (NASDAQ:ALQA) closed its last trading session down -0.043 at 0.560 with 365,982 shares trading hands.
