ALTIMMUNE, INC. (NASDAQ:ALT) Files An 8-K Other Events
Item8.01
| Other Information. |
As previously disclosed in the Companys Current Report on Form
8-K filed on May8,
2017, on May4, 2017, the Company, formerly known as PharmAthene,
Inc., completed its business combination with what was then known
as Altimmune, Inc. (Private Altimmune) in accordance with the
terms of the Agreement and Plan of Merger and Reorganization,
dated as of January18, 2017 (as amended on March29, 2017 and as
further amended from time to time, the Merger Agreement) (the
Mergers).
In connection with
the Mergers, the Company is filing herewith (i)the audited
combined financial statements of Private Altimmune for the fiscal
years ending December31, 2015 and December31, 2016, (ii) the
unaudited pro forma condensed combined financial statements for
the fiscal year ending December31, 2016, and (iii)the
corresponding Managements Discussion and Analysis section with
respect to Private Altimmune.
| Item9.01 | Financial Statements and Exhibits. |
(a) Financial
Statements of Business to be Acquired
The audited
financial statements of Private Altimmune for the fiscal years
ending December31, 2015 and December31, 2016, and the notes
related thereto, are filed as Exhibit 99.1 hereto and
incorporated herein by reference.
(b) Pro Forma
Financial Information
The Unaudited Pro
Forma Condensed Combined Financial Data of PharmAthene and
Private Altimmune for the fiscal year ending December31, 2016 and
the notes related thereto are filed as Exhibit 99.2 hereto and
incorporated herein by reference.
(d)
Exhibits
| No. | Description | |
| 23.1* |
Consent of BDO USA, LLP independent registered public accounting firm |
|
| 99.1 |
Audited financial statements of Altimmune, Inc. for the fiscal years ending December31, 2015 and December31, 2016 (incorporated herein by reference to the information on pages F-1 through F-33 of the Form S-4/A filed on March31, 2017 (File No.333-217034)) |
|
| 99.2 |
Unaudited Pro Forma Condensed Combined Financial Data of PharmAthene and Altimmune (incorporated herein by reference to the information on pages 156 through 164 of the Form S-4/A filed on March31, 2017 (File No.333-217034)) |
|
| 99.3 |
Altimmunes Managements Discussion and Analysis of Financial Condition and Results of Operations (incorporated herein by reference to the information on pages 232 through 252 of the Form S-4/A filed on March31, 2017 (File No.333-217034)) |
|
|
*Filed herewith |
Forward-Looking
Statements
Except for the
historical information presented herein, matters discussed may
constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 that are subject
to certain risks and uncertainties that could cause actual
results to differ materially from any future results, performance
or achievements expressed or implied by such statements.
Statements that are not historical facts, including statements
preceded by, followed by, or that include the words will;
potential; believe; anticipate; intend; plan; expect; estimate;
could; may; should; or similar statements are forward-looking
statements. Such statements include, but are not limited to those
referring to the potential for growth. The Company disclaims any
intent or obligation to update these forward-looking statements.
Risks and uncertainties include the risks detailed from time to
time in Companys under the caption Risk Factors in its annual
report on Form 10-K and in its other reports
filed with the SEC.
About ALTIMMUNE, INC. (NASDAQ:ALT)
Altimmune, Inc., formerly Pharmathene, Inc., is a clinical-stage immunotherapeutic company. The Company focuses in development of medical counter measures against biological and chemical threats. The Company is involved in development of two next generation anthrax vaccines. It has two proprietary platform technologies, RespirVec and Densigen. Its candidates include NasoVAX, HepTcell, NasoShield and Oncosyn. NasoVAX is an intranasally administered recombinant influenza vaccine. The Company has completed Phase I clinical trials of NasoVAX. HepTcell is being tested as an immunotherapy for patients chronically infected with the hepatitis B virus. NasoShield is an intranasal, single-dose anthrax vaccine designed to provide rapid, stable protection after one intranasal administration. Oncosyn is being developed as a cancer immunotherapeutic product candidate. Oncosyn targets multiple tumor antigens simultaneous to prevent tumor escape. ALTIMMUNE, INC. (NASDAQ:ALT) Recent Trading Information
ALTIMMUNE, INC. (NASDAQ:ALT) closed its last trading session down -0.02 at 5.55 with 129,003 shares trading hands.