Current Report Filing (8-k)
23 Abril 2020 - 6:16PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_________________________________
FORM
8-K
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CURRENT REPORT
Pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date
of earliest event reported): April 21, 2020
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AVID
BIOSERVICES, INC.
(Exact name of registrant as
specified in its charter)
Delaware
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001-32839
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95-3698422
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(State of other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS
Employer Identification No.)
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2642 Michelle Drive, Suite
200, Tustin, California 92780
(Address of Principal Executive
Offices)
Registrant’s telephone
number, including area code: (714) 508-6100
_________________________________________________________
(Former name or former address, if changed since
last report)
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Check the appropriate box below if the Form
8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
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o
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Soliciting material pursuant to Rule 14A-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR.14d-2(b))
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o
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section
12(b) of the Act:
Title of each Class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, $0.001 par value per share
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CDMO
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The NASDAQ Stock Market LLC
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10.50%
Series E Convertible Preferred Stock, $0.001 par value per share
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CDMOP
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The NASDAQ Stock Market LLC
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Indicate by check mark whether the registrant is
an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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☐
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Emerging growth company
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If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 1.01
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Entry into a Material Definitive Agreement.
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On April 21, 2020,
Avid Bioservices, Inc. (the “Company”) received loan proceeds of approximately $4.4 million under the Paycheck Protection
Program (the “PPP Loan”). The Paycheck Protection Program (“PPP”) was established under the recent congressionally
approved Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and is administered by the U.S. Small
Business Administration. The PPP Loan to the Company is being made through City National Bank (the “Lender”).
The PPP Loan is unsecured,
matures on April 21, 2022, and bears interest at a fixed rate of 1.00% per annum. Payments of principal and interest on the PPP
Loan will be deferred for the first six months of the loan term. Under the terms of the CARES Act, the Company may apply for and
be granted forgiveness for all or a portion of the PPP Loan. Such forgiveness will be determined, subject to limitations, based
on the use of the loan proceeds for qualifying expenses, which include payroll costs, rent, and utility costs over the eight-week
period following receipt of the loan proceeds. No assurance is provided that the Company will be successful in obtaining forgiveness
of the PPP Loan in whole or in part.
In the event that no
amount or less than all of the PPP Loan is forgiven, commencing in month seven following receipt of the loan proceeds, the Company
is required to make equal monthly payments of principal and interest over the remaining loan term with the remaining balance, if
any, due at the end of the loan term. The PPP Loan is evidenced by a promissory note (the “Note”), which contains customary
events of default relating to, among other things, payment defaults and breaches of representations and warranties. The PPP Loan
may be prepaid by the Company at any time prior to maturity with no prepayment penalties.
The foregoing description
of the Note does not purport to be complete and is qualified in its entirety by reference to the full text of the Note, which is
filed as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
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Item 2.03
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
of a Registrant.
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The information
set forth under Item 1.01 is incorporated herein by reference.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
The following exhibit is being filed herewith:
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.
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AVID BIOSERVICES, INC.
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Date: April 23, 2020
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By: /s/ Daniel R. Hart
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Daniel R. Hart
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Chief Financial Officer
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EXHIBIT
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