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): January 9, 2014

 

 

Biota Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

     

Delaware

001-35285

59-1212264

(State or other jurisdiction

of incorporation)

(Commission 

File Number)

(IRS Employer

Identification No.)

   

2500 Northwinds Parkway, Suite 100

Alpharetta, GA

30009

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (678) 762-3240

 

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 (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 
 

 

Item 8.01 Other Events

 

On January 9, 2014, Biota Pharmaceuticals, Inc. (the “Company”) issued a press release announcing a proposed public offering. A copy of the press release is furnished as Exhibit 99.1 to this report. The Company is also furnishing its corporate presentation slides. These slides are furnished as Exhibit 99.2 to this report. The slides are also available in the “Investor Relations—Events & Presentations” section of the Company’s website, located at www.biotapharma.com. Materials on the Company’s website are not part of or incorporated by reference into this report.

 

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

99.1

Press release dated January 9, 2014.

   

99.2

Corporate presentation slides dated January 2014

 

 
 
 

 

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.

 

 

Biota Pharmaceuticals, Inc.

   

Date: January 9, 2014

/s/ Russell H Plumb

 

Name:

Russell H Plumb

 

Title:

Chief Executive Officer and President

   

(Duly Authorized Officer)

 

 
 
 

 

EXHIBIT INDEX

 

Exhibit

Number

  

Description

99.1

  

Press release dated January 9, 2014.

     

99.2

  

Corporate presentation slides dated January 2014

 

 

ex99-1.htm

 

Exhibit 99.1

                

PRESS RELEASE    

 

 

 

 

      www.biotapharma.com

 

 

 

FOR IMMEDIATE RELEASE

 

BIOTA ANNOUNCES PROPOSED PUBLIC OFFERING

 

ATLANTA, GA – January 9, 2014 — Biota Pharmaceuticals, Inc. (NASDAQ: BOTA, “Biota” or the “Company”) today announced its intention, subject to market and other conditions, to commence a public offering of its common stock. The Company intends to use the net proceeds from the offering for working capital and general corporate purposes.

 

Guggenheim Securities, LLC is acting as sole book-running manager of the offering. The offering is being made pursuant to a shelf registration statement previously filed with the Securities and Exchange Commission (“SEC”) and declared effective on October 17, 2013. A preliminary prospectus supplement relating to the offering has been filed with the SEC. The offering will be made only by means of a prospectus supplement and the accompanying base prospectus. When available, copies of the prospectus supplement and the accompanying prospectus relating to these securities may be obtained from Guggenheim Securities, LLC, 330 Madison Avenue, 8th Floor, New York, NY 10017, Attention: Equity Syndicate Department, by telephone at (212) 518-9349 or by email to GSEquityProspectusDelivery@guggenheimpartners.com. Electronic copies of the prospectus supplement and the accompanying prospectus will also be available on the website of the SEC at http://www.sec.gov.

 

This press release does not constitute an offer to sell or the solicitation of an offer to buy shares of common stock of Biota, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

 

About Biota

 

Biota Pharmaceuticals, Inc. is a biopharmaceutical company focused on the discovery and development of products to prevent and treat serious and potentially life-threatening infectious diseases. The Company currently has two Phase 2 clinical-stage product candidates in development: laninamivir octanoate, a long-acting neuraminidase inhibitor that the Company is developing for the treatment of influenza A and B infections under an investigational new drug application (IND) in the United States through a contract with the U.S. Office of Biomedical Advanced Research and Development Authority (BARDA) that is designed to provide up to $231 million in financial support to complete its clinical development; and vapendavir, a potent, oral broad spectrum capsid inhibitor of enteroviruses, including human rhinovirus (HRV). In addition to these clinical-stage programs, the Company has a preclinical program focused on developing treatments for respiratory syncytial virus (RSV). For additional information about the Company, please visit www.biotapharma.com.

 

 

  Biota Pharmaceuticals, Inc.   ● 2500 Northwinds Parkway, Suite 100 ● Alpharetta, GA 30009 ● Tel: (678) 221-3343

 
 
 

 

Safe Harbor Statement

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve known and unknown risks and uncertainties. All statements, other than historical facts are forward-looking statements. Various important factors could cause actual results, performance, events or achievements to materially differ from those expressed or implied by the forward-looking statements, including risks relating to the completion of the public offering, including the satisfaction of customary closing conditions and the use of anticipated proceeds, and other cautionary statements contained elsewhere in this press release and in the Company’s Annual Report on Form 10-K for the year ended June 30, 2013, as filed with the SEC on September 27, 2013, and in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2013, as filed with the SEC on November 12, 2013.

 

There may be events in the future that the Company is unable to predict, or over which it has no control, and the Company’s business, financial condition, results of operations and prospects may change in the future. The Company may not update these forward-looking statements more frequently than quarterly unless it has an obligation under U.S. Federal securities laws to do so.

 

Biota® is a registered trademark of Biota Holdings Limited.

 

Contacts:

Russell H. Plumb                                   

Chief Executive Officer

(678) 221-3351                    

r.plumb@biotapharma.com          

 

Lee M. Stern

The Trout Group

(646) 378-2922

lstern@troutgroup.com

 

 

  Biota Pharmaceuticals, Inc.   ● 2500 Northwinds Parkway, Suite 100 ● Alpharetta, GA 30009 ● Tel: (678) 221-3343

ex99-2.htm

 

Exhibit 99.2