Current Report Filing (8-k)
01 December 2021 - 8:27AM
Edgar (US Regulatory)
0001614067
false
0001614067
2021-11-23
2021-11-23
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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)
November 23, 2021
Aridis Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
Delaware
|
|
001-38630
|
|
47-2641188
|
(State or other jurisdiction of
incorporation)
|
|
(Commission File Number)
|
|
(I. R. S. Employer
Identification No.)
|
983 University Avenue, Bldg. B
Los Gatos, California 95032
(Address of principal executive offices, including
ZIP code)
(408) 385-1742
(Registrants telephone number, including
area code)
(Former name or former address, if changed since
last report)
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
|
|
ARDS
|
|
Nasdaq Capital Market
|
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:
¨
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))
Indicate by check mark whether the registrant is an emerging growth
company 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 x
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 1.01
|
Entry into a Material Definitive Agreement.
|
On November 23, 2021, Aridis Pharmaceuticals, Inc.
(the “Company”) entered into a note purchase agreement (the “Note Purchase Agreement”) with Streeterville Capital,
LLC (the “Investor”), pursuant to which we issued to the Investor a secured promissory note (the “Note”) in the
aggregate principal amount of $5,250,000. Closing occurred on November 23, 2021 (the “Issuance Date”). The Note carries an
original issue discount of $250,000. The Note bears interest at the rate of 6% per annum and matures on November 23, 2023. Beginning
on May 23, 2021, the Investor has the right to redeem all or any portion of the Note up to the Maximum Monthly Redemption Amount
which is $450,000. Payments of each redemption amount must be made in cash. Pursuant to the Note, the Company can defer all
redemption payments that the Investor could otherwise elect to make during any calendar month on three (3) separate occasions by providing
written notice to Investor at least three (3) trading days prior to the first day of each such calendar month for which it wishes to defer
redemptions for that month. In the event the Company elects to defer, the aggregate principal amount plus accrued but unpaid interest
(“Outstanding Amount”) shall automatically be increased by (a) 0.5% for the first exercise; (b) 1% for the second exercise
and (c) 1.5% for the third exercise. The Company can prepay all or any portion of the Outstanding Amount at a rate of 105% of the portion
of the Outstanding Balance Company elects to prepay if prepayment occurs on or before the three-month anniversary of the Issuance Date;
(b) 107.5% of the portion of the Outstanding Balance Company elects to prepay if prepayment occurs after the three-month anniversary of
the Issuance Date but on or before the six-month anniversary of the Issuance Date and (c) 110% of the Outstanding Balance if the prepayment
occurs after the six-month anniversary of the Issuance Date.
Provided that there is no material breach of the
Note Purchase Agreement or event of default, on February 21, 2022, the Company will issue a second Note to the Investor in the aggregate
principal amount of $5,250,000 which shall be substantially similar to the Note except the maturity date will be February 21, 2024.
Pursuant to the Note Purchase Agreement, we are
subject to certain covenants, including the obligations to: (i) timely file all reports required to be filed under Sections 13 or
15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and not terminate its status as an issuer
required to file reports under the Exchange Act; (ii) maintain listing of our common stock on a securities exchange; and (iii) avoid
trading in our common stock from being suspended, halted, chilled, frozen or otherwise ceased.
In addition, pursuant to the Security Agreement
dated November 23, 2021 between the Company and the Investor, the Note is secured by the Company’s MabIgX assets.
The foregoing descriptions
of the Note Purchase Agreement, the Security Agreement and the Note do not purport to be complete and are qualified in their entirety
by reference to the full text of the Note Purchase Agreement, the Security Agreement and the Note, forms of which are attached as Exhibit
10.1, 10.2 and 4.1, respectively, to this Current Report on Form 8-K, and are incorporated herein by reference.
Item 2.03
|
Creation of a Direct Financial Obligation
or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
|
The information included
in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 2.03.
|
Item 9.01.
|
Financial Statements and Exhibits
|
(d) Exhibits.
SIGNATURES
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.
Date: November 30, 2021
|
ARIDIS PHARMACEUTICALS, INC.
|
|
|
|
/s/ Vu Truong
|
|
Vu Truong
|
|
Chief Executive Officer
|
Aridis Pharmaceuticals (NASDAQ:ARDS)
Historical Stock Chart
From Mar 2024 to Apr 2024
Aridis Pharmaceuticals (NASDAQ:ARDS)
Historical Stock Chart
From Apr 2023 to Apr 2024