MARINUS PHARMACEUTICALS,INC. (NASDAQ:MRNS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On December12, 2018, Marinus Pharmaceuticals,Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Jefferies LLC and Leerink Partners LLC, related to an underwritten offering of 12,000,000 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). The public offering price for the Common Stock is $3.75 per share. The total public offering size is expected to be $45.0 million, before deducting the underwriting discounts and commissions and other offering expenses payable by the Company. In addition, under the terms of the Underwriting Agreement, the Company has granted the underwriters an option, exercisable for 30 days, to purchase up to an additional 1,800,000 shares of Common Stock.
The Securities will be issued to a registration statement on FormS-3 that the Company filed with the Securities and Exchange Commission, which became effective on December1, 2018 (File No.333-221243). The Company expects that the closing of the sale of the Common Stock will take place on December17, 2018, subject to the satisfaction of customary closing conditions. A copy of the Underwriting Agreement is attached as Exhibit1.1 hereto and is incorporated herein by reference. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to such exhibit.
A copy of the legal opinion and consent of Duane Morris LLP relating to the validity of the Common Stock to be issued in the offering is attached as Exhibit5.1 hereto.
Item 8.01. Other Events.
The Company issued press releases on December11, 2018 and on December12, 2018 announcing the commencement and pricing of the sale of the Common Stock, respectively. The full text of the press releases are attached as Exhibits 99.1 and 99.2 hereto.
MARINUS PHARMACEUTICALS INC Exhibit
EX-1.1 2 a18-41317_5ex1d1.htm EX-1.1 EXHIBIT 1.1 12,…
To view the full exhibit click here
About MARINUS PHARMACEUTICALS,INC. (NASDAQ:MRNS)
Marinus Pharmaceuticals, Inc. is a clinical-stage biopharmaceutical company. The Company focuses on developing and commercializing therapeutics to treat epilepsy and neuropsychiatric disorders. Its clinical-stage product candidate, ganaxolone, is a modulator being developed in various dose forms, including intravenous, oral capsule and oral liquid, intended to provide more treatment options to adult and pediatric patient populations in both acute and chronic care settings. Ganaxolone acts on the GABAA receptor, a target in the brain known for both anti seizure and anti anxiety effects through positive allosteric modulation. The Company is developing ganaxolone for multiple epilepsy and other neuropsychiatric indications, including adjunctive, or add-on, therapy for the treatment of drug-resistant focal onset seizures; status epilepticus; Fragile X Syndrome, and PCDH19 pediatric epilepsy.