UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 9, 2022

ADMA BIOLOGICS, INC.
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
001-36728
56-2590442
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
465 State Route 17, Ramsey, New Jersey
07446
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: (201) 478-5552

 
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
ADMA
Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01          Other Events
 
On December 9, 2022, ADMA Biologics, Inc., a Delaware corporation (the “Company”), announced that it has completed the sale of 24,125,873 shares of common stock, $0.0001 par value per share (the “Common Stock”), inclusive of 3,146,853 shares issued and sold pursuant to the full exercise of the Underwriters’ (as defined below) option to purchase additional shares of Common Stock (the “Option Exercise”) pursuant to Section 2 of the Underwriting Agreement entered into by and between the Company and Raymond James & Associates, Inc., as representative of the several underwriters named therein (the “Underwriters”). The Company received gross proceeds of approximately $69 million before deducting the underwriting discounts and commissions and estimated fees and expenses payable by the Company in connection with offering. Raymond James & Associates, Inc., Cantor Fitzgerald & Co. and Mizuho Securities USA LLC acted as joint book-running managers for the offering.
 
A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01          Exhibits
 
(d) Exhibits
 
Exhibit No.
 
Description
 
Opinion of Morgan, Lewis & Bockius LLP
 
Consent of Morgan, Lewis & Bockius LLP (included in Exhibit 5.1)
 
Press Release of the Company, dated December 9, 2022
104
 
Cover Page Interactive Data File (embedded with the Inline XBRL document)
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
December 9, 2022
ADMA Biologics, Inc.
 
 
 
By:
/s/ Brian Lenz
 
 
Name:
Brian Lenz
 
 
Title:
Executive Vice President and Chief Financial Officer
 
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