EVOKE PHARMA, INC. (NASDAQ:EVOK) Files An 8-K Other Events
Item8.01
| Other Events. |
As previously disclosed, on April15, 2016, Evoke Pharma, Inc.
(the Company) and FBR Capital Markets Co. (FBR), entered into an
At Market Issuance Sales Agreement (the Sales Agreement), to
which the Company may sell from time to time, at its option,
shares of its common stock through FBR, as sales agent. Sales of
common stock made to the Sales Agreement, if any, will be made in
at the market offerings as defined in Rule 415 under the
Securities Act of 1933, as amended, on The Nasdaq Capital Market
(Nasdaq), to the Companys effective shelf registration statement
on Form S-3 (File No.333-200176) filed on November13, 2014, with
the U.S. Securities and Exchange Commission (SEC), the base
prospectus filed as part of such registration statement, and the
prospectus supplement dated March10, 2017, filed by the Company
with the SEC. In accordance with the terms of the Sales
Agreement, under the prospectus supplement dated March10, 2017,
the Company may offer and sell shares of the Companys common
stock having an aggregate offering price of up to $20.0 million
from time to time.
On April15, 2016, the Company filed a prospectus supplement for
sale of up to 649,074 shares of common stock to the Sales
Agreement and the Company sold an aggregate of approximately
$300,000 of shares thereunder. The prospectus supplement filed on
March10, 2017, supersedes the prospectus supplement dated
April15, 2016, and no additional shares will be offered or sold
to the prospectus supplement dated April15, 2016.
This Current Report on Form 8-K shall not constitute an offer to
sell or the solicitation of an offer to buy any security nor
shall there be any sale of these securities in any state in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any
such state.
Additional information with respect to the Sales Agreement is
available in the Companys Current Report on Form 8-K filed on
April15, 2016 and is incorporated herein by reference. The
description of the Sales Agreement presented here does not
purport to be complete and is qualified in its entirety by
reference to the Sales Agreement which is filed as Exhibit 10.1
to the Companys Current Report on Form 8-K filed on April15,
2016. The opinion of the Companys counsel regarding the validity
of the shares that will be issued to the Sales Agreement under
the prospectus supplement filed on March10, 2017, is filed
herewith as Exhibit5.1.
***
This report contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995
that involve risks and uncertainties and reflect the Companys
judgment as of the date of this report. Such forward-looking
statements include statements regarding the ability to sell
shares and raise additional funds to the Sales Agreement. Such
forward-looking statements involve risks and uncertainties that
could cause actual results to differ materially from predicted or
expected results. The inclusion of forward-looking statements
should not be regarded as a representation by the Company that
any of these results will be achieved. Actual results may differ
from those set forth in this report due to the risks and
uncertainties associated with market conditions and the
satisfaction of pre-sale conditions under the Sales Agreement, as
well as risks and uncertainties inherent in the Companys
business, including those described in the Companys periodic
filings with the SEC. These forward-looking statements are made
only as the date hereof, and, except as required by law, the
Company undertakes no obligation to update or revise the
forward-looking statements, whether as a result of new
information, future events or otherwise. All forward-looking
statements are qualified in their entirety by this cautionary
statement.
| Item9.01 | Financial Statements and Exhibits. |
(d) Exhibits
|
Exhibit No. |
Description |
|
| 5.1 | Opinion of Latham Watkins LLP | |
| 10.1(1) |
At Market Issuance Sales Agreement, dated April 15, 2016, by and between Evoke Pharma, Inc. and FBR Capital Markets Co. |
|
| 23.1 | Consent of Latham Watkins LLP (included in Exhibit 5.1) |
| (1) |
Incorporated by reference to the Companys Current Report on Form 8-K filed on April15, 2016. |
About EVOKE PHARMA, INC. (NASDAQ:EVOK)
Evoke Pharma, Inc. is a specialty pharmaceutical company. The Company is focused primarily on the development of drugs to treat gastrointestinal (GI) disorders and diseases. The Company is developing EVK-001, a metoclopramide nasal spray for the relief of symptoms associated with acute and recurrent diabetic gastroparesis in women. EVK-001 is a formulation of Metoclopramide drug, designed to provide systemic delivery of metoclopramide through intranasal administration. The Company has evaluated EVK-001 in a multicenter, randomized, double-blind, placebo-controlled parallel group, dose-ranging Phase IIb clinical trial. The Company has commenced a Phase III clinical trial of EVK-001 in female patients with symptoms associated with acute and recurrent diabetic gastroparesis. The Phase III clinical trial is a multicenter, randomized, double-blind, placebo-controlled, parallel-group study evaluating the efficacy, safety and population pharmacokinetics of EVK-001 in adult females. EVOKE PHARMA, INC. (NASDAQ:EVOK) Recent Trading Information
EVOKE PHARMA, INC. (NASDAQ:EVOK) closed its last trading session down -0.12 at 3.12 with 219,324 shares trading hands.