ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) Files An 8-K Material Modification to Rights of Security Holders

ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) Files An 8-K Material Modification to Rights of Security Holders

Story continues below

Item 3.03 Material Modification to Rights of Security Holders.

The information set forth in Item 5.03 of this Current Report on
Form 8-K is hereby incorporated by reference.
Item 5.03 Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
On April 28, 2017, Anthera Pharmaceuticals, Inc. (the
Company) filed a Certificate of Amendment to Fifth Amended
and Restated Certificate of Incorporation (the Certificate of
Amendment
), with the Secretary of State of the State of
Delaware, to (i) effect a 1-for-8 reverse stock split of the
Companys common stock (the Reverse Stock Split). The
Certificate of Amendment will become effective at 5:00 p.m
Eastern Time on April 28, 2017.
As described in the Companys definitive proxy statement filed
with the Securities and Exchange Commission on March 16, 2017, at
the Companys annual meeting held on April 27, 2017, the Companys
stockholders approved the Certificate of Amendment at the
specified ratios set forth in the definitive proxy statement.
Thereafter, the Companys Board of Directors determined to effect
an 8-for-1 reverse stock split and authorized the implementation
of such split and filing of the Certificate of Amendment.
As a result of the Reverse Stock Split, every eight (8) shares of
the Companys pre-Reverse Stock Split common stock were combined
and reclassified into one (1) share of the Companys common stock.
Beginning with the opening of trading on May 1, 2017, the
Companys common stock began trade on the NASDAQ Capital Market on
a split-Reverse Stock Split adjusted basis with a new CUSIP
number of 03674U 300. No fractional shares were issued in
connection with the Reverse Stock Split. The Companys transfer
agent, American Stock Transfer Trust Company LLC, will aggregate
all fractional shares and sell them as soon as practicable at
prevailing prices on the open market on behalf of those
stockholders who would otherwise be entitled to receive a
fractional share. After the transfer agents completion of such
sale, such stockholders will receive a cash payment from the
transfer agent in an amount equal to their respective pro rata
shares of the total net proceeds of that sale. The Companys
stockholders will receive instructions from the transfer agent
regarding the exchange of outstanding pre-Reverse Stock Split
stock certificates for post-Reverse Stock Split stock
certificates. Proportional adjustments will be made to the
Companys outstanding stock options and other equity awards and to
the Companys equity compensation plans to reflect the Reverse
Stock Split.
A copy of the Certificate of Amendment is filed as Exhibit 3.1 to
this Current Report on Form 8-K and is incorporated herein by
reference. A copy of the press release is being filed as Exhibit
99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
3.1
Certificate of Amendment to Fifth Amended and Restated
Certificate of Incorporation
99.1
Press Release, dated April 28, 2017


About ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH)

Anthera Pharmaceuticals, Inc. (Anthera) is a biopharmaceutical company focused on developing and commercializing products to treat serious diseases associated with inflammation, including enzyme replacement therapies and autoimmune diseases. The Company has two Phase III product candidates, liprotamase also known as Sollpura and blisibimod. Sollpura is a non-porcine investigational Pancreatic Enzyme Replacement Therapy (PERT) intended for the treatment of patients with Exocrine Pancreatic Insufficiency (EPI), often seen in patients with cystic fibrosis and other conditions. Blisibimod targets B-cell activating factor (BAFF), which has been shown to be elevated in a range of B-cell mediated autoimmune diseases, including systemic lupus erythematosus (SLE), or lupus, Immunoglobulin A nephropathy (IgA) nephropathy, lupus nephritis and others.

ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) Recent Trading Information

ANTHERA PHARMACEUTICALS, INC. (NASDAQ:ANTH) closed its last trading session down -0.032 at 0.330 with 2,380,876 shares trading hands.

An ad to help with our costs