Item 8.01 Other Events.
On
The Underwriting Agreement contains customary representations, warranties and agreements by us, customary conditions to closing, indemnification obligations of us and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by such parties.
The offering is being made pursuant to our effective registration statement on
Form S-3 and accompanying prospectus (Registration Statement No.
333-251172), previously filed with the
On
Forward-Looking Statements
Certain statements contained in this report are forward-looking statements that
involve a number of risks and uncertainties. Such forward-looking statements
include, without limitation, statements about our expectations with respect to
the completion, timing and size of the public offering and the expected net
proceeds from the offering. Words such as "will", "expect", "may," "goal,"
"potential" and similar expressions are intended to identify forward-looking
statements, though not all forward-looking statements necessarily contain these
identifying words. For such statements, we claim the protection of the Private
Securities Litigation Reform Act of 1995. Actual events or results may differ
materially from our expectations. Factors that could cause actual results to
differ materially from the forward-looking statements include, but are not
limited to, risks and uncertainties associated with market conditions, the
satisfaction of customary closing conditions related to the public offering and
the COVID-19 global pandemic. Additional factors that could cause actual results
to differ materially from those stated or implied by our forward-looking
statements are disclosed in our filings with the
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 1.1 Underwriting Agreement, datedDecember 8, 2020 , by and amongKura Oncology, Inc. ,SVB Leerink LLC ,Credit Suisse Securities (USA) LLC ,Barclays Capital Inc. , andStifel, Nicolaus & Company, Incorporated , as representatives of the several underwriters named therein. 5.1 Opinion ofCooley LLP . 23.1 Consent ofCooley LLP (included in Exhibit 5.1). 99.1 Press Release, datedDecember 7, 2020 , titled "Kura Oncology Announces Commencement of Public Offering of Common Stock". 99.2 Press Release, datedDecember 8, 2020 , titled "Kura Oncology Announces Pricing of$300 Million Public Offering of Common Stock". 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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