Onconetix, Inc. Files 8-K for Material Agreement
Ticker: ONCO · Form: 8-K · Filed: 2024-12-03T00:00:00.000Z
Sentiment: neutral
Topics: material-agreement, corporate-action
TL;DR
Onconetix (ONCO) signed a big deal on Nov 26th, details TBD.
AI Summary
Onconetix, Inc. (formerly Blue Water Biotech, Inc.) entered into a material definitive agreement on November 26, 2024. The filing does not disclose the specific terms or parties involved in this agreement, but it is classified under "Entry into a Material Definitive Agreement" and "Financial Statements and Exhibits."
Why It Matters
This 8-K filing indicates a significant new agreement for Onconetix, Inc., which could impact its future operations and financial performance.
Risk Assessment
Risk Level: medium — The filing indicates a material definitive agreement, but the lack of specific details about the agreement's nature and counterparty introduces uncertainty.
Key Players & Entities
- Onconetix, Inc. (company) — Registrant
- Blue Water Biotech, Inc. (company) — Former company name
- November 26, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement entered into by Onconetix, Inc.?
The filing does not specify the nature of the material definitive agreement, only that one was entered into on November 26, 2024.
Who are the parties involved in the material definitive agreement?
The filing does not disclose the names of the other parties involved in the agreement.
What is the effective date of the material definitive agreement?
The earliest event reported, which is the entry into the material definitive agreement, occurred on November 26, 2024.
What is the primary business of Onconetix, Inc.?
Onconetix, Inc. is in the Pharmaceutical Preparations industry, with a Standard Industrial Classification code of 2834.
Has Onconetix, Inc. undergone any previous name changes?
Yes, Onconetix, Inc. was formerly known as Blue Water Biotech, Inc. (name change on 20230424) and prior to that, Blue Water Vaccines Inc. (name change on 20190710).
Filing Stats: 981 words · 4 min read · ~3 pages · Grade level 12 · Accepted 2024-12-03 16:30:36
Key Financial Figures
- $0.00001 — ch registered Common Stock, par value $0.00001 per share ONCO The Nasdaq Stock Mar
- $20.0 m — pay to Veru aggregate consideration of $20.0 million, consisting of: (i) $6.0 million
- $6.0 million — on of $20.0 million, consisting of: (i) $6.0 million paid upon the closing of the transactio
- $4.0 million — on the closing of the transaction; (ii) $4.0 million in the form of a non-interest bearing n
- $10.0 million — le due on September 30, 2023; and (iii) $10.0 million in the form of two equal (i.e. each for
- $5.0 million — in the form of two equal (i.e. each for $5.0 million) non-interest bearing notes payable, wh
- $1 million — tisfied upon (1) the payment to Veru of $1 million in immediately available funds on Septe
- $97,000 — the Company receives funds of at least $97,000 pursuant to its equity line of credit f
Filing Documents
- ea0223490-8k_onconetix.htm (8-K) — 26KB
- ea022349001ex10-1_onconetix.htm (EX-10.1) — 18KB
- 0001213900-24-105072.txt ( ) — 221KB
- onco-20241126.xsd (EX-101.SCH) — 3KB
- onco-20241126_lab.xml (EX-101.LAB) — 33KB
- onco-20241126_pre.xml (EX-101.PRE) — 22KB
- ea0223490-8k_onconetix_htm.xml (XML) — 4KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. As previously reported on a Form 8-K filed with the U.S. Securities and Exchange Commission (the " SEC ") on April 24, 2024 (the " First Prior Form 8-K "), on April 19, 2023, Onconetix, Inc. (the " Company ") entered into an asset purchase agreement with Veru Inc., a Wisconsin corporation (" Veru ", and the asset purchase agreement, the " Veru APA "). Pursuant to the terms of the Veru APA, the Company agreed to pay to Veru aggregate consideration of $20.0 million, consisting of: (i) $6.0 million paid upon the closing of the transaction; (ii) $4.0 million in the form of a non-interest bearing note payable due on September 30, 2023; and (iii) $10.0 million in the form of two equal (i.e. each for $5.0 million) non-interest bearing notes payable, which were to be due on April 19, 2024 (the " April Veru Note ") and September 30, 2024 (the " September Veru Note "), respectively. On September 29, 2023, the parties amended (the " Veru Amendment ") the Veru APA. Pursuant to the Veru Amendment, the $4.0 million note payable originally due on September 30, 2023, was deemed paid and fully satisfied upon (1) the payment to Veru of $1 million in immediately available funds on September 29, 2023, and (2) the issuance to Veru by October 3, 2023, of 3,000 shares of Series A Preferred Stock of the Company. On April 24, 2024, the Company entered into a Forbearance Agreement with Veru (the " Original Forbearance Agreement "), pursuant to which Veru agreed, among other things, to forbear from exercising its rights and remedies under the April Veru Note until March 31, 2025 (the " April 2024 Forbearance Period "). Additionally, as previously reported on a Form 8-K filed with the SEC on September 20, 2024 (the " Second Prior Form 8-K "), the Company entered into an Amended and Restated Forbearance Agreement with Veru (the " A&R Forbearance Agreement ") which amended and restated the Original Forbearance Agreement in its entirety to,
01 Financial Statements
Item 9.01 Financial Statements and Exhibits. (d) Exhibits 10.1 Waiver and Amendment No. 1 to Forbearance Agreement, dated November 26, 2024, between the Company and Veru 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1
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. Date: December 3, 2024 ONCONETIX, INC. By: /s/ Karina M. Fedasz Karina M. Fedasz Interim Chief Financial Officer 2