ADMA BIOLOGICS, INC. (NASDAQ:ADMA) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On June 8, 2018, ADMA Biologics, Inc., a Delaware corporation (the “Company”), announced that it has priced its previously announced underwritten public offering to which the Company issued and sold an aggregate of 8,368,200 shares of its common stock, par value $0.0001 per share (the “Common Stock”), at a price to the public of $4.78 per share, for aggregate gross proceeds of approximately $40.0 million, before deducting underwriting discounts and commissions, estimated fees and expenses payable by the Company in connection with the offering (the “Offering”). to the terms of the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among the Company and the underwriters (the “Underwriters”), for which Raymond James & Associates, Inc. acted as a Representative, the Company granted to the Underwriters a 30-day option to purchase up to an additional 1,255,230 shares of Common Stock. The closing is expected to take place on or about June 12, 2018, subject to the satisfaction of customary closing conditions. The shares of Common Stock offered by the Company in this transaction were registered under the Company’s existing shelf registration statement on Form S-3, as amended (File No.333-225048), which was declared effective by the Securities and Exchange Commission (the “SEC”) on May 31, 2018. The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions.
A copy of the form of Underwriting Agreement, dated June 8, 2018, is filed herewith as Exhibit 1.1 and incorporated herein by reference. Copies of the related press releases of the Company dated June 7, 2018 and June 8, 2018 are filed herewith as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference. The foregoing description of the Offering by the Company and the documents related thereto, is qualified in its entirety by reference to such exhibits.
The Company is filing this Current Report on Form 8-K under Item 8.01 to supplement its prior disclosure in its filings with the SEC related to the market opportunity for Bivigam® and the Company’s lead pipeline product candidate, RI-002.
Specifically, with respect to Bivigam®, the Company has added the following paragraph under “Prospectus Supplement Summary – Our Marketed Products – Bivigam” of the preliminary prospectus supplement filed with the SEC on June 7, 2018:
Additionally, with respect to RI-002, the Company has added the following section under “Prospectus Supplement Summary – Our Lead Pipeline Product Candidate – RI-002” of the preliminary prospectus supplement filed with the SEC on June 7, 2018:
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 99.1 | Press Release of the Company dated June 7, 2018. |
| 99.2 | Press Release of the Company dated June 8, 2018. |
ADMA BIOLOGICS, INC. ExhibitEX-1.1 2 e618079_ex1-1.htm 8,…To view the full exhibit click here
About ADMA BIOLOGICS, INC. (NASDAQ:ADMA)
ADMA Biologics, Inc. is a late-stage biopharmaceutical company that develops, manufactures and intends to market specialty plasma-based biologics for the treatment and prevention of infectious diseases. The Company is engaged in the development and commercialization of human plasma and plasma-derived therapeutics. Its segments include Plasma Collection Centers, which includes its operations in Georgia; Research and Development, which includes its plasma development operations in New Jersey, and Corporate. Its targeted patient populations are immune-compromised individuals suffering from an underlying immune deficiency disorder or may be immune-suppressed for medical reasons. Its product candidates are intended to be used by physician specialists focused on caring for immune-compromised patients at risk of contracting infectious diseases. Its intravenous immunoglobulin product candidate, RI-002, is intended for the treatment of primary immune deficiency disease.