UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13A-16 or 15d-16 of
The Securities Exchange Act of 1934
For the month of August, 2016
COMMISSION FILE Number. 000-29338
CARDIOME PHARMA CORP.
(Translation of registrant’s name into English)
1441 Creekside Drive, 6th floor
Vancouver, British Columbia, V6J 4S7, CANADA
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F
Form 20-F ☐ | Form 40-F ☒ |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
DOCUMENTS INCLUDED AS PART OF THIS REPORT
Exhibit | Description | |
99.1 | Material Change Report Dated August 4, 2016 | |
Exhibit 99.1 of this report on Form 6-K is incorporated by reference into the Company’s registration statement on Form F-10 (File No. 333-209606) and registration statements on Form S-8 (File No. 333-199091 and File No. 333-199092).
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.
CARDIOME PHARMA CORP. | ||
(Registrant) | ||
Date: August 4, 2016 | By: | /s/ Jennifer Archibald |
Name: Jennifer Archibald | ||
Title: Chief Financial Officer |
Exhibit 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1: | Name and Address of Company |
Cardiome Pharma Corp. (“Cardiome” or the “Company”) | |
1441 Creekside Drive, 6th Floor | |
Vancouver, British Columbia | |
Canada V6J 4S7 | |
Item 2: | Date of Material Change |
July 29, 2016 | |
Item 3: | News Release |
A news release announcing the material change was issued on July 29, 2016 through Canada Newswire and a copy was subsequently filed on SEDAR. | |
Item 4: | Summary of Material Change |
Cardiome announced that it has closed its previously announced underwritten public offering (the “Offering”) of 11,500,000 common shares from treasury, including the underwriters’ full exercise of their option to purchase 1,500,000 additional shares, at a price to the public of US$3.00 per common share, for aggregate gross proceeds to the Company of US$34,500,000, before deducting the underwriting commission and estimated Offering expenses payable by the Company. | |
Item 5: | Full Description of Material Change |
5.1 | Full Description of Material Change |
Cardiome announced that it has closed its previously announced Offering of 11,500,000 common shares from treasury, including the underwriters’ full exercise of their option to purchase 1,500,000 additional shares, at a price to the public of US$3.00 per common share, for aggregate gross proceeds to the Company of US$34,500,000, before deducting the underwriting commission and estimated Offering expenses payable by the Company. | |
Leerink Partners LLC acted as the sole book-running manager in connection with the Offering. Canaccord Genuity, H.C. Wainwright & Co and Cormark Securities acted as co-managers. Cardiome intends to use the net proceeds from the Offering for the in-licensing of dalbavancin, including for the upfront licensing fee pursuant to the exclusive license agreement with Allergan plc, and for milestone payments related to pricing reimbursements and launches. Any remaining net proceeds from the Offering will be used for general corporate purposes. The securities described above were offering pursuant to a shelf registration statement (including a prospectus) previously filed with and declared effective by the Securities and Exchange Commission (the “SEC”) on March 2, 2016 and were qualified for distribution in Canada by way of a final prospectus supplement to the Company’s short form base shelf prospectus. A preliminary prospectus supplement and accompanying prospectus relating to the Offering, and a final prospectus supplement and accompanying prospectus relating to the Offering were filed with the SEC. The common shares offered and sold pursuant to the Offering were only offered and sold by the underwriters in the United States. | |
The Company relied on the exemption set forth in Section 602.1 of the TSX Company Manual, which provides that the TSX will not apply its standards to certain transactions involving eligible interlisted issuers on a recognized exchange, such as the NASDAQ. | |
5.2 | Disclosure for Restructuring Transactions |
Not applicable. | |
Item 6: | Reliance on subsection 7.1(2) of National Instrument 51-102 |
Not applicable. | |
Item 7: | Omitted Information |
Not applicable. | |
Item 8: | Executive Officer |
Jennifer Archibald, Chief Financial Officer | |
Telephone: 604-677-6905 | |
Item 9: | Date of Report |
August 4, 2016. |