Current Report Filing (8-k)
20 August 2020 - 6:03AM
Edgar (US Regulatory)
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2020-08-14
2020-08-14
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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): August 14, 2020
CASI PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in
its Charter)
delaware
(State or other
jurisdiction of
incorporation or organization)
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0-20713
(Commission File Number)
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58-1959440
(IRS Employer
Identification
No.)
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9620 Medical Center Drive, Suite 300
Rockville, Maryland
(Address of principal executive offices)
20850
(Zip Code)
(240) 864-2600
(Registrant’s telephone number, including
area code)
Not Applicable
(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:
¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of exchange on which registered
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Common Stock
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CASI
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Nasdaq Capital Market
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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 ¨
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 7.01. Regulation FD Disclosure.
As previously reported, CASI Pharmaceuticals,
Inc. (the “Company”) has an exclusive worldwide license and commercialization rights to an autologous anti-CD
19 T-cell therapy product (“CNCT19”) from Juventas Cell Therapy Ltd. (“Juventas”). The Company’s
CEO and Chairman is a director and one of the founding shareholders of Juventas. On August 14, 2020, CASI Biopharmaceuticals
(WUXI) Co., Ltd., an indirect subsidiary of the Company (“CASI Biopharmaceuticals”), entered into a loan agreement
with Juventas. Pursuant to the terms of the loan agreement, CASI Biopharmaceuticals will lend Juventas up to RMB 40 million
(approximately USD $5.79 million) to support the continued development of CNCT19. The loan has a term of 365 days and bears
interest at the rate of 20% per annum. A committee of independent directors of the Company evaluated the terms of the loan agreement
and approved the transaction.
The information in this Item 7.01 shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section. The information in this Item 7.01 of this Current Report on
Form 8-K shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as expressly set forth by specific reference in such filing.
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.
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CASI PHARMACEUTICALS, INC.
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/s/ Cynthia W. Hu
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Cynthia W. Hu
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Chief Operating Officer, General Counsel & Secretary
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Date: August 19, 2020
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