Context Therapeutics Inc. Files 8-K: Material Agreement Announced
Ticker: CNTX · Form: 8-K · Filed: Dec 2, 2024 · CIK: 1842952
| Field | Detail |
|---|---|
| Company | Context Therapeutics Inc. (CNTX) |
| Form Type | 8-K |
| Filed Date | Dec 2, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.001, $75.0 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, 8-k
Related Tickers: CTX
TL;DR
CTX shares could move on new material agreement filed today.
AI Summary
Context Therapeutics Inc. announced on December 2, 2024, that it entered into a material definitive agreement. The company also disclosed information related to Regulation FD and other events, along with financial statements and exhibits.
Why It Matters
This filing indicates a significant development for Context Therapeutics Inc., likely involving a new contract or partnership that could impact its business operations and future prospects.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce significant opportunities or risks depending on their terms and implications for the company's strategy and financial health.
Key Players & Entities
- Context Therapeutics Inc. (company) — Registrant
- December 2, 2024 (date) — Date of earliest event reported
- 2001 Market Street, Suite 3915, Unit #15 (address) — Principal executive offices
- Philadelphia, Pennsylvania 19103 (address) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Context Therapeutics Inc.?
The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on December 2, 2024.
What other items are disclosed in this 8-K filing?
The filing also includes disclosures related to Regulation FD, other events, and financial statements and exhibits.
When was Context Therapeutics Inc. incorporated and in which state?
Context Therapeutics Inc. was incorporated in Delaware.
What is the principal executive office address for Context Therapeutics Inc.?
The principal executive office is located at 2001 Market Street, Suite 3915, Unit #15, Philadelphia, Pennsylvania 19103.
What is the IRS Employer Identification Number for Context Therapeutics Inc.?
The IRS Employer Identification Number for Context Therapeutics Inc. is 86-3738787.
Filing Stats: 1,043 words · 4 min read · ~3 pages · Grade level 10.3 · Accepted 2024-12-02 16:21:51
Key Financial Figures
- $0.001 — mon Stock CNTX The Nasdaq Stock Market $0.001 par value per share Indicate by check
- $75.0 million — g an aggregate offering amount of up to $75.0 million from time to time through the Agent. Th
Filing Documents
- cntx-20241202.htm (8-K) — 30KB
- exhibit51-8xkforatmdec2024.htm (EX-5.1) — 14KB
- exhibit101-8xkforatmdec2024.htm (EX-10.1) — 314KB
- exhibit991-8xkforatmdec2.htm (EX-99.1) — 48KB
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- 0001628280-24-049570.txt ( ) — 6195KB
- cntx-20241202.xsd (EX-101.SCH) — 2KB
- cntx-20241202_lab.xml (EX-101.LAB) — 24KB
- cntx-20241202_pre.xml (EX-101.PRE) — 14KB
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01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. On December 2, 2024, Context Therapeutics Inc. (the "Company") entered into a Sales Agreement (the "Sales Agreement") with Leerink Partners LLC (the "Agent"). Pursuant to the terms of the Sales Agreement, the Company may offer and sell shares of the Company's common stock, $0.001 par value per share (the "Shares"), having an aggregate offering amount of up to $75.0 million from time to time through the Agent. The Agent will use its commercially reasonable efforts, subject to the terms of the Sales Agreement, to sell the Shares offered. Sales of the Shares, if any, may be made in sales deemed to be an "at-the-market offering" as defined in Rule 415 under the Securities Act of 1933, as amended (the "Securities Act"). The Agent will be entitled to a commission from the Company of 3.0% of the gross proceeds from the sale of Shares sold under the Sales Agreement. In addition, the Company has agreed to reimburse certain expenses incurred by the Agent in connection with the offering. The Company intends to use any net proceeds from the offering for research and development of the Company's product candidates and working capital and general corporate purposes, which may include the acquisition of additional assets. The Shares will be sold pursuant to the Company's registration statement on Form S-3 (File No. 333-268266), including the related prospectus, that was filed with the Securities and Exchange Commission, and declared effective on November 16, 2022, as supplemented by a prospectus supplement dated December 2, 2024. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. The Sales Agreement contains customary representations, warranties, and agreements o
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On December 2, 2024, the Company updated its corporate presentation for use in meetings with investors, analysts and others. A copy of the corporate presentation is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. The information in this Item 7.01, and Exhibit 99.1 attached hereto, are being furnished and shall not be deemed "filed" for the 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filing.
01. Other Events
Item 8.01. Other Events. Slides 4, 17, 19, 25, 29 and 34 of Exhibit 99.1 to this Current Report on Form 8-K are hereby incorporated by reference into this Item 8.01.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. ( d) Exhibits Exhibit No. Description 5.1 Opinion of Faegre Drinker Biddle & Reath LLP 10.1 Sales Agreement, dated as of December 2, 2024, by and between Context Therapeutics Inc. and Leerink Partners LLC 23.1 Consent of Faegre Drinker Biddle & Reath LLP (included in Exhibit 5.1 hereto) 99.1 Context Therapeutics Inc. Corporate Presentation — December 2024 104 Cover Page Interactive Data File (embedded within the inline XBRL document)
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: December 2, 2024 Context Therapeutics Inc. By: /s/ Martin A. Lehr Name: Martin A. Lehr Title: Chief Executive Officer