- Current report filing (8-K)
September 15 2010 - 4:01PM
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):
September 9, 2010
ADVANCED LIFE SCIENCES HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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000-51436
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30-0296543
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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1440 Davey Road
Woodridge, Illinois
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60517
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(Address
of principal executive offices)
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(Zip
Code)
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(630) 739-6744
(Registrants
telephone number, including area code)
N/A
(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:
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On September 9, 2010,
the Company entered into a Second Amended and Restated Business Loan Agreement
and related loan documents with The Leaders Bank (Leaders) (the Amendment)
amending its existing loan facility to give effect to the previously disclosed
letter agreements between the Company and Leaders, effective as of May 6,
2010 and June 17, 2010.
Among other things, the
Amendment extends the maturity date of the credit facility by one year to January 1,
2012 and requires the Company to reduce the outstanding loan balance by $1.5
million by October 1, 2010 and an additional $1.0 million by April 2011. Dr. Michael T. Flavin, the Companys
Chief Executive Officer, will provide a personal guarantee for the line of
credit until the principal balance on the line of credit is reduced to $7.0
million. The Amendment also provides
that the interest rate on the outstanding loan balance will increase from 8.5%
to 10.0% and, subject to Abbotts consent, the Companys rights under its
license agreement for cethromycin with Abbott Laboratories shall be included in
the collateral for the line of credit.
Additionally, the Amendment provides that the Company will issue to
Leaders 500,000 warrants to purchase shares of the Companys common stock at a
price of $0.042 per share on September 9, 2010 and an another 500,000
warrants on September 9, 2011.
Item 3.02. Unregistered Sales of Equity Securities.
As noted in Item 1.01 above,
pursuant to the Amendment entered into by the Company and Leaders, on September 9,
2010, the Company issued 500,000 warrants to purchase shares of the Companys
common stock at $0.042 per share. The
warrants may be exercised at any time after the date of issuance and will
expire in five years.
Neither the warrants nor the
shares of common stock issuable upon exercise of the warrants have been
registered under the Securities Act or state securities laws and may not be
offered or sold in the United States absent registration with the Securities
and Exchange Commission or an applicable exemption from the registration
requirements. The Company relied on the exemption from the registration
requirements of the Securities Act provided by Section 4(2) thereof
and the rules and regulations promulgated thereunder. The private
placement was made without general solicitation or advertising. The shares of
common stock were offered and sold only to a purchaser that is an accredited
investor as such term is defined in Rule 501 under the Securities Act.
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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 hereunto duly authorized.
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ADVANCED LIFE SCIENCES
HOLDINGS, INC.
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Dated: September 15,
2010
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By:
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/s/ Michael T. Flavin
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Name:
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Michael T. Flavin, Ph.D.
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Title:
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Chairman and Chief
Executive Officer
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