Current Report Filing (8-k)
15 Junho 2016 - 5:33PM
Edgar (US Regulatory)
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
_________________________
FORM
8-K
CURRENT REPORT PURSUANT TO SECTION 13
OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
June 15, 2016 (June 9, 2016)
CHAMPIONS ONCOLOGY, INC.
(Exact name of registrant as specified in
its charter)
Delaware
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001-11504
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52-1401755
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(State or Other Jurisdiction
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(Commission File Number)
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(IRS Employer
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of Incorporation)
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Identification No.)
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1 University Plaza, Suite 307, Hackensack,
New Jersey 07601
(Address of Principal Executive Offices)
Registrant’s telephone number, including
area code:
(410) 369-0365
Not Applicable
(Former Name or Former Address if Changed
Since Last Report)
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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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant
to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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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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Item 1.01. Entry into a Material Definitive Agreement.
On June 9, 2016, the registration statement
(File No. 333-210924) for Champions Oncology Inc.’s (the “
Company
”) public offering of securities (the
“
Offering
”) was declared effective by the Securities and Exchange Commission. In connection therewith, the Company
entered into an Underwriting Agreement, dated June 9, 2016, between the Company and National Securities Corporation (the “
Underwriter
”).
On June 15, 2016, the Company consummated
the Offering of 2,258,749 shares (including 258,749 shares issued upon the Underwriter’s partial exercise of its over-allotment
option) of common stock, par value $0.001 per share (the “
Shares
”). The Shares were sold at an offering price
of $2.25 per Share, generating gross proceeds of approximately $5.1 million.
Item 8.01. Other Events.
Copies of the press releases issued by the
Company announcing the pricing of the Offering and the consummation of the Offering are included as Exhibits 99.1 and 99.2, respectively,
to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit filed herewith:
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1.1
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Underwriting Agreement, dated June 9, 2016, between the
Company and National Securities Corporation
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99.1
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Press Release Announcing Pricing of the Offering
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99.2
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Press Release Announcing Closing of the Offering
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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
thereunto duly authorized.
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CHAMPIONS ONCOLOGY, INC.
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Date: June 15, 2016
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By:
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/s/ Joel Ackerman
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Joel Ackerman
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Chief Executive Officer
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Exhibit Index
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1.1
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Underwriting Agreement, dated June 9, 2016, between the
Company and National Securities Corporation
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99.1
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Press Release Announcing Pricing of the Offering
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99.2
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Press Release Announcing Closing of the Offering
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