PDS Biotechnology Corp. Enters and Terminates Agreements
Ticker: PDSB · Form: 8-K · Filed: Aug 13, 2024 · CIK: 1472091
| Field | Detail |
|---|---|
| Company | Pds Biotechnology Corp (PDSB) |
| Form Type | 8-K |
| Filed Date | Aug 13, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.00033, $50.0 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, agreement-termination
TL;DR
PDS Biotech made and broke a deal on Aug 13th - details TBD.
AI Summary
On August 13, 2024, PDS Biotechnology Corp. entered into a material definitive agreement and also terminated a material definitive agreement. The filing does not provide specific details on the nature of these agreements or any associated financial figures.
Why It Matters
This filing indicates significant corporate actions regarding agreements, which could impact the company's strategic direction and future operations.
Risk Assessment
Risk Level: medium — The filing indicates significant corporate actions involving agreements, but lacks specific details, creating uncertainty.
Key Players & Entities
- PDS Biotechnology Corp. (company) — Registrant
- August 13, 2024 (date) — Date of earliest event reported
FAQ
What was the nature of the material definitive agreement entered into by PDS Biotechnology Corp. on August 13, 2024?
The filing does not specify the nature of the material definitive agreement entered into on August 13, 2024.
What was the reason for the termination of the material definitive agreement by PDS Biotechnology Corp. on August 13, 2024?
The filing does not provide details regarding the reason for the termination of the material definitive agreement.
Were there any financial implications associated with the entry into or termination of these agreements?
The filing does not disclose any specific financial amounts or implications related to the agreements.
Does the filing indicate any impact on PDS Biotechnology Corp.'s ongoing operations or future strategy?
While the filing indicates significant corporate actions, it does not explicitly detail the impact on ongoing operations or future strategy.
Is there any further information available regarding these agreements in other parts of the filing?
The provided excerpt of the 8-K filing lists 'Entry into a Material Definitive Agreement' and 'Termination of a Material Definitive Agreement' as items, but does not elaborate on the specifics within this section.
Filing Stats: 995 words · 4 min read · ~3 pages · Grade level 10.3 · Accepted 2024-08-13 16:13:03
Key Financial Figures
- $0.00033 — ich registered Common Stock, par value $0.00033 per share PDSB The Nasdaq Capital M
- $50.0 million — ng an aggregate offering price of up to $50.0 million (the "Placement Shares") through or to
Filing Documents
- ny20034050x2_8k.htm (8-K) — 32KB
- ny20034050x2_ex5-1.htm (EX-5.1) — 10KB
- ny20034050x2_ex10-1.htm (EX-10.1) — 296KB
- 0001140361-24-037073.txt ( ) — 534KB
- pdsb-20240813.xsd (EX-101.SCH) — 4KB
- pdsb-20240813_lab.xml (EX-101.LAB) — 21KB
- pdsb-20240813_pre.xml (EX-101.PRE) — 16KB
- ny20034050x2_8k_htm.xml (XML) — 4KB
01
Item 1.01 Entry Into a Material Definitive Agreement. On August 13, 2024, PDS Biotechnology Corporation (the "Company") entered into an Amended and Restated At Market Issuance Sales Agreement (the "Sales Agreement") with B. Riley Securities, Inc. and H.C. Wainwright & Co., LLC (each an "Agent" and collectively the "Agents") with respect to an at-the-market offering program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.00033 per share (the "Common Stock"), having an aggregate offering price of up to $50.0 million (the "Placement Shares") through or to the Agents, as sales agents or principals. The issuance and sale, if any, of the Placement Shares by the Company under the Sales Agreement will be made pursuant to the Company's registration statement on Form S-3, which was filed with the Securities and Exchange Commission on August 24, 2022 and declared effective on September 2, 2022. The Sales Agreement supersedes and replaces that certain At Market Issuance Sales Agreement, dated August 22, 2022, by and among the Company and B. Riley Securities, Inc. and BTIG, LLC. Upon delivery of a placement notice and subject to the terms and conditions of the Sales Agreement, the Agents may sell the Placement Shares by any method permitted by law deemed to be an "at the market" offering as defined in Rule 415 of the Securities Act of 1933, as amended, including, without limitation, sales made through The Nasdaq Capital Market or on any other existing trading market for the Common Stock. The Agents will use commercially reasonable efforts to sell the Placement Shares from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay the Agents a commission equal to three percent (3%) of the gross sales proceeds of any Placement Shares sold through the Agents under the Sales
02
Item 1.02 Termination of a Material Definitive Agreement. The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.
Financial Statements and Exhibits
Financial Statements and Exhibits. Exhibit No. Description 5.1 Opinion of DLA Piper LLP (US). 10.1 Amended and Restated At Market Issuance Sales Agreement dated August 13, 2024 by and between the Company, B. Riley Securities, Inc., and H.C. Wainwright & Co., LLC. 23.1 Consent of DLA Piper LLP (US) (contained in Exhibit 5.1 above). 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 thereunto duly authorized. Date: August 13, 2024 PDS BIOTECHNOLOGY CORPORATION By: /s/ Frank Bedu-Addo, Ph.D. Name: Frank Bedu-Addo, Ph.D. Title: President and Chief Executive Officer