Item 1.01 Entry into a Material Definitive Agreement.
On
The amendments to the Credit Agreement will become effective if the closing of
the Company's sale of its leasehold interest in the manufacturing facility in
The Amendment requires the Company to make an additional mandatory prepayment of
The Warrants were amended to change the exercise price to be paid per share upon
exercise of the Warrants. The original exercise price of the Warrants was
The foregoing summary of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which will be filed as an exhibit to the Company's Annual Report on Form 10-K and is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Cautionary Note Regarding Forward-Looking Statements
Except for historical information, all of the statements, expectations, and assumptions contained in this Current Report on Form 8-K are forward-looking statements. These forward-looking statements are typically identified by terms such as "anticipate," "believe," "continue," "could," "estimate," "expect," "foresee," "goal," "guidance," "intend," "likely," "may," "plan," "potential," "predict," "preliminary," "probable," "project," "promising," "seek," "should," "will," "would," and similar expressions. Actual results might differ materially from those explicit or implicit in the forward-looking statements. Important factors that could cause actual results to differ materially include: when or whether the Company closes on the sale of its interest in the Dunkirk Facility, the development stage of its primary clinical candidates, including NKT Cell Therapy and related risks involved in drug development, clinical trials, regulation, uncertainties around regulatory reviews and approvals; the Company's ability to scale its
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manufacturing and commercial supply operations for current and future approved
products, and ability to commercialize its products, once approved; ability to
successfully demonstrate the safety and efficacy of its drug candidates and gain
approval of its drug candidates on a timely basis, if at all; the preclinical
and clinical results for the Company's drug candidates, which may not support
further development of such drug candidates; risks related to the Company's
ability to successfully integrate the business of Kuur Therapeutics into its
existing businesses, including uncertainties associated with maintaining
relationships with customers, vendors and employees, as well as differences in
operations, cultures, and management philosophies that may delay successful
integration and the ability to support the added cost burden of Kuur's business;
risks related to counterparty performance, including the Company's reliance on
third parties for success in certain areas of its business; the Company's
history of operating losses and its need and ability to raise additional capital
to continue as a going concern; uncertainties around the Company's ability to
enter into new financing agreements as it is unable to meet funding conditions
under existing financing agreements and access to capital thereunder; risks and
uncertainties inherent in litigation, including purported stockholder class
actions; risks and uncertainties related to the COVID-19 pandemic and its
ongoing impact on the Company's operations, supply chain, cash flow and
financial condition; competition; intellectual property risks; uncertainties
around the Company's ability to successfully integrate acquired and merged
businesses in a timely and cost-effective manner and to achieve synergies; risks
relating to doing business internationally and in
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