NewLink Genetics Corporation (NASDAQ:NLNK) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
entered into a Controlled Equity OfferingSM>Sales
Agreement (the Sales Agreement) with Cantor Fitzgerald Co., as
agent (Cantor), to which the Company may offer and sell, from time
to time through Cantor, shares of the Company’s common stock par
value $0.01 per share (the Common Stock) having an aggregate
offering price of up to $40.0 million (the Shares).
permitted by law and deemed to be an at-the-market offering as
defined in Rule 415 promulgated under the Securities Act of 1933,
as amended, including sales made directly on or through The NASDAQ
Global Market, on any other existing trading market for the Common
Stock or to or through a market maker. In addition, under the Sales
Agreement, Cantor may sell the Shares by any other method permitted
by law, including in privately negotiated transactions. The Company
may instruct Cantor not to sell Shares if the sales cannot be
effected at or above the price designated by the Company from time
to time.
the Sales Agreement. The offering of Shares to the Sales Agreement
will terminate upon the earlier of (a) the sale of all of the
Shares subject to the Sales Agreement or (b) the termination of the
Sales Agreement by Cantor or the Company, as permitted therein.
aggregate gross proceeds from each sale of Shares and have agreed
to provide Cantor with customary indemnification and contribution
rights. The Company will also reimburse Cantor for certain
specified expenses in connection with entering into the Sales
Agreement.
and is qualified in its entirety by reference to the full text of
such agreement, a copy of which is filed herewith as Exhibit 10.1
to this Current Report on Form 8-K and is incorporated herein by
reference. The opinion of the Company’s counsel regarding the
validity of the Shares that will be issued to the Sales Agreement
is also filed herewith as Exhibit 5.1.
sell or the solicitation of an offer to buy the common stock
discussed herein, nor shall there be any offer, solicitation, or
sale of common stock 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.
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Exhibit Number
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Description
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5.1
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Opinion of Cooley LLP.
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10.1
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Controlled Equity OfferingSM
Sales Agreement, dated November 29, 2016, by and between NewLink Genetics Corporation and Cantor Fitzgerald Co. |
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23.1
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Consent of Cooley LLP (included in Exhibit 5.1).
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About NewLink Genetics Corporation (NASDAQ:NLNK)
NewLink Genetics Corporation is a biopharmaceutical company focused on discovering, developing and commercializing immunotherapeutic products for cancer treatment. The Company’s portfolio includes biologic and small-molecule immunotherapy product candidates for a range of oncology indications. Its biologic product candidates are based on its HyperAcute immunotherapy technology platform, which is designed to stimulate the human immune system. Algenpantucel-L is its clinically advanced product candidate for patients with pancreatic cancer. Its additional HyperAcute cellular HyperAcute Cellular Immunotherapy product candidates in clinical development include tergenpumatucel-L and dorgenmeltucel-L for patients with advanced lung cancer and melanoma. It has two small-molecule product candidates in clinical development: GDC-0919 and indoximod. These product candidates are indoleamine-2, 3-dioxygenase (IDO) pathway inhibitors and focus on breaking the immune system’s tolerance to cancer. NewLink Genetics Corporation (NASDAQ:NLNK) Recent Trading Information
NewLink Genetics Corporation (NASDAQ:NLNK) closed its last trading session down -0.59 at 11.46 with 270,077 shares trading hands.
