ADIAL PHARMACEUTICALS, INC. Files 8-K

TL;DR

ADIAL PHARMACEUTICALS, INC. signed a material definitive agreement on April 18, 2024.

AI Summary

On April 18, 2024, ADIAL PHARMACEUTICALS, INC. entered into a Material Definitive Agreement. The filing does not provide specific details about the agreement or any associated dollar amounts. The company is incorporated in Delaware and its fiscal year ends on December 31st.

Why It Matters

This 8-K filing indicates a significant event for ADIAL PHARMACEUTICALS, INC., likely a new contract or partnership, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, which could be positive or negative depending on the specifics not yet disclosed.

Key Players & Entities

• ADIAL PHARMACEUTICALS, INC. (company) — Registrant
• April 18, 2024 (date) — Date of Report
• Delaware (jurisdiction) — State of Incorporation

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share ADIL The Nasdaq Stock Mar
• $4,283,650 — ATM Prospectus Supplement is currently $4,283,650 which is based on the limitations of Ge
• $50,000 — TM Agreement in an amount not to exceed $50,000 in the aggregate, in addition to up to
• $2,500 — in the aggregate, in addition to up to $2,500 per due diligence update session for Wa

Filing Documents

• ea0203748-8k_adial.htm (8-K) — 48KB
• ea020374801ex1-1_adial.htm (EX-1.1) — 203KB
• ea020374801ex5-1_adial.htm (EX-5.1) — 11KB
• ex5-1_001.jpg (GRAPHIC) — 2KB
• 0001213900-24-034186.txt ( ) — 494KB
• adil-20240417.xsd (EX-101.SCH) — 3KB
• adil-20240417_lab.xml (EX-101.LAB) — 33KB
• adil-20240417_pre.xml (EX-101.PRE) — 22KB
• ea0203748-8k_adial_htm.xml (XML) — 4KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement On April 18, 2024, Adial Pharmaceuticals, Inc., a Delaware corporation (the "Company"), entered into an At the Market Offering Agreement (the "ATM Agreement") with H.C. Wainwright & Co., LLC (the "Sales Agent" or "Wainwright") providing for the sale by the Company of its shares of common stock, par value $0.001 per share (the "Common Stock"), from time to time, through the Sales Agent, with certain limitations on the amount of Common Stock that may be offered and sold by the Company as set forth in the ATM Agreement (the "Offering"). Offers and sales of shares of Common Stock by the Company, if any, under the ATM Agreement, will be made through a prospectus supplement, dated April 18, 2024 and an accompanying base prospectus, dated January 24, 2024, contained therein (the "ATM Prospectus Supplement"), which prospectus forms a part of the Company's shelf registration statement on Form S-3 (File 333-276496), initially filed by the Company with the U.S. Securities and Exchange Commission (the "SEC") on January 12, 2024 (the "Registration Statement") and declared effective by the SEC on January 24, 2024. The aggregate market value of the shares of Common Stock eligible for sale under the ATM Prospectus Supplement is currently $4,283,650 which is based on the limitations of General Instruction I.B.6 of Form S-3. Pursuant to the ATM Agreement, the Company will set the parameters for the sale of shares of Common Stock, including the number of shares to be issued, the time period during which sales are requested to be made, limitation on the number of shares that may be sold in any one trading day and any minimum price below which sales may not be made. Subject to the terms and conditions of the ATM Agreement, the Sales Agent may sell the shares by methods deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the "Securities Act"), including sa

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 1.1 At the Market Offering Agreement, dated April 18, 2024, by and between Adial Pharmaceuticals, Inc. and H.C. Wainwright & Co., LLC 5.1 Opinion of Blank Rome LLP 23.1 Consent of Blank Rome LLP (contained in Exhibit 5.1 above). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2

SIGNATURES

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. Dated: April 18, 2024 ADIAL PHARMACEUTICALS, INC. By: /s/ Cary J. Claiborne Name: Cary J. Claiborne Title: President and Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR