Atara Biotherapeutics Reports Material Agreement, Nasdaq Listing Issues

Ticker: ATRA · Form: 8-K · Filed: Jan 9, 2024 · CIK: 1604464

Atara Biotherapeutics, INC. 8-K Filing Summary
FieldDetail
CompanyAtara Biotherapeutics, INC. (ATRA)
Form Type8-K
Filed DateJan 9, 2024
Risk Levelhigh
Pages5
Reading Time6 min
Key Dollar Amounts$0.0001, $0.55 m, $15.0 m, $1.00
Sentimentmixed

Complexity: simple

Sentiment: mixed

Topics: material-agreement, delisting-notice, regulatory-filing

TL;DR

**ATRA just reported a material agreement and potential Nasdaq delisting issues; big news, but details are sparse.**

AI Summary

Atara Biotherapeutics, Inc. filed an 8-K on January 8, 2024, to report an "Entry into a Material Definitive Agreement" and a "Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing." This indicates a significant business transaction and potential issues with its Nasdaq listing. For investors, this matters because a delisting could severely impact stock liquidity and investor confidence, while the material agreement could be a positive or negative catalyst depending on its terms, which are not detailed in this filing.

Why It Matters

This filing signals potential trouble for Atara Biotherapeutics' stock (ATRA) due to a possible Nasdaq delisting, which could reduce its trading accessibility and investor appeal. The undisclosed 'Material Definitive Agreement' could be a game-changer, but its impact is unknown without further details.

Risk Assessment

Risk Level: high — The mention of 'Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard' indicates significant regulatory risk that could negatively impact the stock's liquidity and valuation.

Analyst Insight

Investors should closely monitor Atara Biotherapeutics for further announcements regarding the 'Material Definitive Agreement' and the specifics of the Nasdaq listing issue. A potential delisting could lead to significant share price volatility and reduced liquidity, warranting caution.

Key Numbers

Key Players & Entities

Forward-Looking Statements

FAQ

What specific items were reported in this 8-K filing by Atara Biotherapeutics, Inc.?

Atara Biotherapeutics, Inc. reported an "Entry into a Material Definitive Agreement" and a "Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing" on January 8, 2024.

On what date was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on January 8, 2024.

What is the trading symbol and the exchange where Atara Biotherapeutics, Inc.'s common stock is registered?

Atara Biotherapeutics, Inc.'s common stock trades under the symbol ATRA and is registered on The Nasdaq Stock Market LLC.

What is the par value per share of Atara Biotherapeutics, Inc.'s common stock?

The par value per share of Atara Biotherapeutics, Inc.'s common stock is $0.0001.

What is the business address of Atara Biotherapeutics, Inc. as stated in the filing?

The business address of Atara Biotherapeutics, Inc. is 2380 Conejo Spectrum Street, Suite 200, Thousand Oaks, California, 91320.

Filing Stats: 1,404 words · 6 min read · ~5 pages · Grade level 12.7 · Accepted 2024-01-09 16:01:57

Key Financial Figures

Filing Documents

01

Item 1.01 Entry into a Material Definitive Agreement. On January 8, 2024, Atara Biotherapeutics, Inc. (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with certain purchasers (the "Purchasers") pursuant to which the Company agreed to issue and sell to the Purchasers in a registered direct offering (the "Registered Offering") pre-funded warrants (each, a "Warrant," and together, the "Warrants") to purchase up to 27,272,727 shares of the Company's common stock, par value $0.0001 per share (the "Common Stock") at a purchase price per Warrant equal to $0.55 multiplied by the number of shares subject to the Warrant. The exercise price of each Warrant is equal to $0.0001 per share, subject to adjustment as provided therein, and the Warrants will be exercisable immediately and have no expiration date. The Warrants may be exercised by means of cash or the holder may elect to receive upon such exercise the net number of shares of Common Stock determined according to a formula set forth in the Warrant. The aggregate gross proceeds to the Company from the Registered Offering are expected to be approximately $15.0 million, before deducting estimated offering expenses payable by the Company. The Company intends to use the net proceeds from the Registered Offering for working capital and other general corporate purposes, including research, development and manufacturing of the Company's product candidates. The Warrants are being offered by the Company pursuant to an effective shelf registration statement on Form S-3 (File No. 333-275256) that was filed with the Securities and Exchange Commission (the "SEC") on November 1, 2023 and declared effective by the SEC on November 13, 2023, and a prospectus supplement dated January 8, 2024 to be filed with the SEC. The Registered Offering is expected to close on or about January 10, 2024 (the "Closing Date"), subject to the satisfaction or waiver of customary closing conditions. Pursuant to

01

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On January 8, 2024, the Company received a deficiency letter from the Listing Qualifications Department (the "Staff") of the Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that, for the last 30 consecutive business days, the bid price for the Company's Common Stock closed below the $1.00 per share minimum bid price requirement for continued inclusion on the Nasdaq Global Select Market pursuant to Nasdaq Listing Rule 5450(a)(1) (the "Bid Price Requirement"). In accordance with Nasdaq Listing Rule 5810(c)(3)(A) (the "Compliance Period Rule"), the Company has been provided a period of 180 calendar days, or until July 8, 2024 (the "Compliance Date"), to regain compliance with the Bid Price Requirement. If, at any time before the Compliance Date, the bid price for the Common Stock closes at $1.00 or more for a minimum of 10 consecutive business days, as required under the Compliance Period Rule, the Staff will provide written notification to the Company that it has regained compliance with the Bid Price Requirement. If the Company does not regain compliance with the Bid Price Requirement by the Compliance Date, the Company may be eligible for an additional 180 calendar day compliance period. To qualify, the Company will be required to transfer to the Nasdaq Capital Market and meet the continued listing requirement for market value of its publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the Bid Price Requirement, and will need to provide written notice of its intention to cure the deficiency during the second 180 calendar day compliance period, by effecting a reverse stock split, if necessary. If the Company does not regain compliance with the Bid Price Requirement by the Compliance Date and is not eligible for an additional compliance period at that time, or the Staff concludes t

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Form of Warrant. 5.1 Opinion of Sidley Austin LLP. 10.1 Form of Securities Purchase Agreement. 23.1 Consent of Sidley Austin LLP (included in Exhibit 5.1). 104 Cover Page Interactive Data File (formatted as inline XBRL).

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. ATARA BIOTHERAPEUTICS, INC. Date: January 9, 2024 By: /s/ Eric Hyllengren Eric Hyllengren Chief Financial Officer (Duly Authorized Officer and Principal Financial and Accounting Officer)

View Full Filing

View this 8-K filing on SEC EDGAR

View on Read The Filing