Fate Therapeutics Files 8-K: Material Agreement & Equity Sales

TL;DR

Fate Therapeutics signed a big deal and sold some stock. Keep an eye on this.

AI Summary

On March 19, 2024, Fate Therapeutics, Inc. entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and other events. The filing includes financial statements and exhibits.

Why It Matters

This 8-K filing indicates significant corporate activity for Fate Therapeutics, including a new material agreement and equity transactions, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and unregistered equity sales can introduce financial and operational risks, requiring careful monitoring.

Key Players & Entities

• Fate Therapeutics, Inc. (company) — Registrant
• March 19, 2024 (date) — Earliest event reported
• 12278 Scripps Summit Dr. (address) — Principal executive offices
• San Diego, CA 92131 (address) — Principal executive offices
• 858-875-1800 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value per share FATE The Nasdaq
• $5.50 — (the "Shares"), at an offering price of $5.50 per Share (the "Offering"). The Compa
• $74.7 m — from the Offering will be approximately $74.7 million, after deducting the Underwriters
• $20.0 million — e purchase price of up to approximately $20.0 million for a purchase price per Pre-Funded War
• $5 — urchase price per Pre-Funded Warrant of $5.499, which is equal to the per share of
• $0 — s of common stock in the Offering, less $0.001, which is the exercise price of eac

Filing Documents

• d799248d8k.htm (8-K) — 35KB
• d799248dex11.htm (EX-1.1) — 217KB
• d799248dex41.htm (EX-4.1) — 62KB
• d799248dex51.htm (EX-5.1) — 7KB
• d799248dex101.htm (EX-10.1) — 87KB
• d799248dex991.htm (EX-99.1) — 11KB
• g799248g0320005212421.jpg (GRAPHIC) — 4KB
• g799248g0320010859148.jpg (GRAPHIC) — 3KB
• 0001193125-24-072871.txt ( ) — 658KB
• fate-20240319.xsd (EX-101.SCH) — 3KB
• fate-20240319_lab.xml (EX-101.LAB) — 17KB
• fate-20240319_pre.xml (EX-101.PRE) — 11KB
• d799248d8k_htm.xml (XML) — 3KB

Forward-Looking Statements

Forward-Looking Statements This report contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the Company's intended use of proceeds from the Offering and the private placement described herein. These and any other forward-looking statements in this report are based on management's current expectations of future events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, the risks and uncertainties associated with market conditions and the satisfaction of customary closing conditions related to the offering and private placement, as well as risks and uncertainties detailed in the Company's periodic filings with the SEC, including but not limited to the Company's Annual Report on Form 10-K for the year ended December 31, 2023, and from time to time the Company's other investor communications. The Company is providing the information in this report as of this date and does not undertake any obligation to update any forward-looking statements contained in this report as a result of new information, future events or otherwise, except to the extent required by law. Item9.01. Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 1.1 Underwriting Agreement, dated as of March 19, 2024, among Fate Therapeutics, Inc., BofA Securities, Inc., Jefferies LLC and Leerink Partners LLC, as representatives of the underwriters named therein 4.1 Form of Pre-Funded Warrant 5.1 Opinion of Goodwin Procter LLP 10.1 Securities Purchase Agreement, dated as of March 19, 2024, between Fate Therapeutics, Inc. and RedCo II Master Fund, L.P. 23.1 Consent of Goodwin Procter LLP (contained in Exhib

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 thereunto duly authorized. Fate Therapeutics, Inc. Date: March 20, 2024 By: /s/ J. Scott Wolchko Name: J. Scott Wolchko Title: President and Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR