SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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|Item 8.01.|| |
On August 31, 2020, Zosano Pharma Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with BTIG, LLC (the “Underwriter”), pursuant to which the Company agreed to issue and sell 15,937,130 shares (the “Shares”) of its common stock, par value $0.0001 per share (“Common Stock”), to the Underwriter (the “Offering”). The Shares were sold to the Underwriter at a price of $1.304 per Share. The Offering closed on September 3, 2020. The Company received net proceeds from the Offering of approximately $20.4 million, after deducting estimated expenses payable by the Company in connection with the Offering.
The Offering was made pursuant to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-237187) previously filed with and declared effective by the Securities and Exchange Commission (the “SEC”) and a prospectus supplement and accompanying prospectus filed with the SEC.
Pursuant to the Underwriting Agreement, the Company agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended, or to contribute to payments that the Underwriter may be required to make because of such liabilities. The Company, all of the Company’s directors and executive officers and one of its stockholders, Aisling Capital IV, LP (“Aisling”), also agreed not to sell or transfer any Common Stock held by them for 90 days (or 60 days, in the case of Aisling) after August 31, 2020 without first obtaining the written consent of the Underwriter, subject to certain exceptions as described in the prospectus supplement.
A copy of the Underwriting Agreement is attached as Exhibit 1.1 hereto and is incorporated herein by reference. The foregoing descriptions of the Underwriting Agreement and lock-up arrangements do not purport to be complete and are qualified in their entirety by reference to such exhibit.
A copy of the opinion of Latham & Watkins LLP relating to the validity of the securities issued in the Offering is filed herewith as Exhibit 5.1.
|Item 9.01.|| |
Financial Statements and Exhibits.
|1.1||Underwriting Agreement, dated as of August 31, 2020, by and between Zosano Pharma Corporation and BTIG, LLC.|
|5.1||Opinion of Latham & Watkins LLP.|
|23.1||Consent of Latham & Watkins LLP (included in Exhibit 5.1).|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
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: September 3, 2020||ZOSANO PHARMA CORPORATION|
|Title:||Chief Financial Officer|