ImmuCell Corporation (NASDAQ:ICCC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 – Entry into a Material Definitive Agreement

On July 27, 2017, ImmuCell Corporation (the “Company”) announced that it entered into a Securities Purchase Agreement dated July 27, 2017 (the “SPA”) with certain purchasers to issue 200,000 shares of the Company’s Common Stock, par value $0.10 per share (the “Common Stock”), for gross proceeds of $1,050,000. The purchase price for each share of Common Stock was $5.25. Attached hereto as Exhibit 10.1 is the form of the SPA entered into by the Company and such purchasers, which is incorporated herein by reference.

The shares are registered to the Company’s shelf registration statement on Form S-3 (No. 333-207635), which was declared effective by the Securities Exchange Commission on November 10, 2015, and are being issued to a Prospectus Supplement dated July 27, 2017 under such Registration Statement.

The net proceeds to the Company from the issuance, after deducting the Company’s estimated offering expenses, are expected to be approximately $1,026,000.

The foregoing description of the SPA do not purport to be complete and are qualified in their entirety by reference to Exhibits 10.1.

The Company issued a press release announcing the issuance, a copy of which is attached hereto as Exhibit 99.1.

The information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The Exhibits included as part of this Current Report on Form 8-K are listed in the Exhibit Index that follows. The Exhibit Index and the Exhibits listed therein are incorporated herein by this reference.

IMMUCELL CORP /DE/ Exhibit
EX-5.1 2 f8k072717ex5i_immucellcorp.htm OPINION OF PIERCE ATWOOD LLP EXHIBIT 5.1     July 27,…
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About ImmuCell Corporation (NASDAQ:ICCC)

ImmuCell Corporation is an animal health company. The Company operates in the development, acquisition, manufacture and sale of products that improve the health and productivity of cows for the dairy and beef industries segment. The Company has developed products that provide immediate immunity to newborn dairy and beef cattle, and is developing product line extensions of its existing products that address mastitis. The Company’s lead product, First Defense, is manufactured from cows’ colostrum utilizing its vaccine and milk protein purification technologies. Its Wipe Out Dairy Wipes are made from a non-woven fabric that allows for a vigorous cleaning. It also developed California Mastitis Test (CMT), which is used for bulk tank, as well as individual cow sample monitoring and is used to determine which quarter of the udder is mastitic. Its product development initiative is Mast Out, a Nisin-based intramammary treatment of subclinical mastitis in lactating dairy cows.