MannKind Corporation (NASDAQ:MNKD) Files An 8-K Entry into a Material Definitive Agreement

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MannKind Corporation (NASDAQ:MNKD) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On October10, 2017, we entered into securities purchase agreements (the “Purchase Agreements”) with certain institutional investors and other investors (the “Purchasers”). to the terms of the Purchase Agreements, we agreed to sell to the Purchasers in a registered offering an aggregate of 10,166,600 shares of our common stock at a purchase price of $6.00 per share. The net proceeds to us from the offering are expected to be approximately $57.7million, after deducting placement agent fees and estimated offering expenses payable by us. The offering is expected to close on or about October13, 2017, subject to customary closing conditions.

to a letter agreement dated October10, 2017 (the “Engagement Letter”), we engaged H.C. Wainwright& Co., LLC (“Wainwright”) to act as our exclusive placement agent in connection with the issuance and sale of the shares. We agreed to pay Wainwright 5.0% of the aggregate gross proceeds in the offering, except for the proceeds received from the sale of 166,600 shares issued to a foundation. We also agreed to reimburse Wainwright for its expenses in connection with the offering on a non-accountable basis in an amount equal to $150,000.

The Purchase Agreements contain customary representations, warranties and agreements by us, customary conditions to closing, indemnification obligations of us, including for liabilities under the Securities Act of 1933, as amended, termination provisions, and other obligations and rights of the parties. The representations, warranties and covenants contained in the Purchase Agreements were made only for purposes of such agreements and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties.

The offering of shares of common stock was made to our effective registration statement on Form S-3 (File No. 333-210792), previously filed with and declared effective by the Securities and Exchange Commission, and a prospectus supplement thereunder. A copy of the opinion of Cooley LLP relating to the legality of the issuance and sale of the securities in the offering is attached to this report as Exhibit 5.1.

The foregoing descriptions of the Purchase Agreements and Engagement Letter are not complete and are qualified in their entireties by reference to the full text of the form of Purchase Agreement and the Engagement Letter, copies of which are attached to this report as Exhibit 99.1 and 99.2, respectively.

Item 1.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit

Number

Description

5.1 Opinion of Cooley LLP
23.1 Consent of Cooley LLP (included in Exhibit 5.1)
99.1 Form of Securities Purchase Agreement
99.2 Engagement Letter, dated October10, 2017, by and between MannKind Corporation and H.C. Wainwright& Co. LLC

EXHIBIT INDEX


MANNKIND CORP Exhibit
EX-5.1 2 d465696dex51.htm EX-5.1 EX-5.1 Exhibit 5.1   Sean M. Clayton +1 858 550 6034 [email protected] October 10,…
To view the full exhibit click here

About MannKind Corporation (NASDAQ:MNKD)

MannKind Corporation is a biopharmaceutical company. The Company is focused on the discovery and development of therapeutic products for diseases, such as diabetes. Its product candidate is AFREZZA, which is an inhaled insulin used to control high blood sugar in adults with type I and type II diabetes and helps in glycemic control. AFREZZA consists of a dry formulation of human insulin delivered from a portable inhaler. AFREZZA utilizes its Technosphere formulation technology. Technosphere is a drug delivery platform that may allow the oral inhalation of a range of therapeutics. Technosphere powders are based on the Company’s fumaryl diketopiperazine (FDKP), which is a potential of Hydrogen (pH)-sensitive organic molecule that self-assembles into small particles under acidic conditions. The Company has also created a range of breath-powered, dry powder inhalers. Its inhalers can be produced in both a reusable (chronic treatment) and a single-use (acute treatment) format.

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