MannKind Corporation (NASDAQ:MNKD) Files An 8-K Entry into a Material Definitive Agreement
Item1.01 Entry into a Material Definitive Agreement.
On April18, 2017, MannKind Corporation (the Company) and MannKind
LLC, the Companys wholly-owned subsidiary, entered into an
Exchange Agreement with Deerfield Private Design Fund II, L.P.
and Deerfield Private Design International II, L.P.
(collectively, Deerfield) to which the Company agreed to, among
other things, (i)repay $4million principal amount under the 8.75%
Senior Convertible Notes due 2019 held by Deerfield (the Tranche
B Notes), (ii) exchange $1million principal amount under the
Tranche B Notes for 869,565 shares of the Companys common stock
(the Tranche B Exchange Shares) and (iii)exchange $5million
principal amount under the Amended and Restated 9.75% Senior
Convertible Notes due 2019 held by Deerfield (the Tranche 1
Notes) for 4,347,826 shares of the Companys common stock
(together with the Tranche B Exchange Shares, the Exchange
Shares). The exchange price for the Exchange Shares is $1.15 per
share. The principal amount being repaid and exchanged under the
Tranche B Notes and the principal amount being exchanged under
the Tranche 1 Notes represents the principal amount that would
have otherwise become due and payable in May 2017 and July 2017
under the Tranche B Notes and Tranche 1 Notes, respectively.
The foregoing description of the Exchange Agreement does not
purport to be complete and is qualified in its entirety by
reference to the Exchange Agreement, a copy of which is attached
to this report as Exhibit 99.1.
Item3.02 Unregistered Sales of Equity
Securities.
The information in Item1.01 above is incorporated by reference
into this Item3.02. The Company relied on the exemption from
registration contained in Section 3(a)(9) of the Securities Act
of 1933, as amended, for the issuance of the Exchange Shares.
Item9.01 Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit Number |
Description |
|
| 99.1 |
Exchange Agreement, dated April18, 2017, by and among MannKind Corporation, MannKind LLC, Deerfield Private Design Fund II, L.P. and Deerfield Private Design International II, L.P. |
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. MannKind Corporation (NASDAQ:MNKD) Recent Trading Information
MannKind Corporation (NASDAQ:MNKD) closed its last trading session down -0.04 at 1.22 with 810,369 shares trading hands.