ONCOSEC MEDICAL INCORPORATED (NASDAQ:ONCS) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On February 1, 2018, OncoSec Medical Incorporated (the “Company”) entered into a Purchase Agreement (the “Purchase Agreement”) with Piper Jaffray & Co., as representative of the several underwriters named therein (the “Underwriters”). to the Purchase Agreement, the Company agreed to sell to the Underwriters, in a firm commitment underwritten public offering, 13,333,334 shares of its common stock, par value $0.0001 per share, at a purchase price of $1.50 per share, less underwriting discounts and commissions (the “Shares”). In addition, the Company has granted the Underwriters a 30-day option to purchase up to an additional 2,000,000 shares of common stock at the public offering price, less underwriting discounts and commissions. The transactions contemplated by the Purchase Agreement are expected to close on February 5, 2018, subject to customary closing conditions. A copy of the Purchase Agreement is being attached hereto as Exhibit 1.1 and is incorporated by reference herein.
Piper Jaffray & Co. is acting as lead book-running manager for the offering. Cantor Fitzgerald & Co. is also acting as a book runner.
H.C. Wainwright & Co., LLC, Joseph Gunnar & Co., LLC and Maxim Group, LLC are acting as financial advisors for the offering.
The net proceeds to the Company are expected to be approximately $17.9 million, assuming no exercise of the option to purchase additional Shares and after deducting underwriting discounts and commission and estimated expenses payable by the Company associated with this offering.
The Purchase Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions.
McDonald Carano LLP, counsel to the Company, delivered an opinion as to the validity of the Shares, a copy of which is attached hereto as Exhibit5.1 and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
ONCOSEC MEDICAL Inc ExhibitEX-1.1 2 ex1-1.htm 13,…To view the full exhibit click here
About ONCOSEC MEDICAL INCORPORATED (NASDAQ:ONCS)
OncoSec Medical Incorporated is a biotechnology company. The Company is focused on designing, developing and commercializing gene therapies, therapeutics and medical approaches to stimulate an anti-tumor immune response for the treatment of cancer. The Company’s lead product candidate, ImmunoPulse IL-12, consists of a plasmid construct encoding the proinflammatory cytokine, IL-12, which is delivered into the tumor through in vivo electroporation. As of July 31, 2016, the Company was pursuing two Phase II trials: ImmunoPulse IL-12 monotherapy in patients with metastatic melanoma and ImmunoPulse IL-12 plus pembrolizumab in patients with advanced, metastatic melanoma. In addition, it is pursuing ImmunoPulse IL-12 monotherapy in patients with triple negative breast cancer. Its ImmunoPulse product candidates are based on its deoxyribonucleic acid (DNA)-based immunotherapy technology, which is designed to stimulate the human immune system, resulting in systemic anti-tumor immune responses.