Item 1.01 - Entry into a Material Definitive Agreement.
As previously reported, on
On
Under the Sales Agreement as modified by the Amendment, the Company will pay the applicable Agent a commission equal to three percent (3.0%) of the gross sales proceeds of any Shares sold through such Agent under the Sales Agreement. The Shares to be sold under the Sales Agreement as amended by the Amendment, if any, will be issued and sold by methods deemed to be an "at the market offering" as defined in Rule 415 promulgated under the Securities Act of 1933, including, without limitation, sales made by means of ordinary brokers' transactions on the NASDAQ Capital Market or otherwise at market prices prevailing at the time of sale, in block transactions, or otherwise as directed by the Company.
The Sales Agreement as amended by the Amendment is filed as Exhibit 1.1 to this report and the foregoing description of the Sales Agreement is qualified in its entirety by reference to such exhibit.
This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the Shares, nor shall there be any sale of the Shares in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Item 8.01 - Other Events.
On
Item 9.01 - Financial Statements and Exhibits.
(d) Exhibits
1.1 Amended and Restated At the Market Offering Agreement, dated
2020, by and among
5.1 Opinion ofBallard Spahr LLP 23.1 Consent ofBallard Spahr LLP (included in Exhibit 5.1) 99.1 Press Release, datedNovember 12, 2020
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