UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 8.01. | Other Events. |
On September 1, 2020, Nabriva Therapeutics plc (the “Company”) filed a prospectus supplement (the “Prospectus Supplement”) under the Company’s universal shelf registration statement on Form S-3 (File No. 333-223739) filed with the Securities and Exchange Commission (the “SEC”) on March 16, 2018 and the pre effective amendment numbered 1 thereto (the “Registration Statement”), relating to the offer and sale of the remaining shares of the Company’s ordinary shares, nominal value $0.01 per share, for aggregate gross proceeds of up to $31,959,197 (the “Shares”), under its Open Market Sale Agreement, dated as of June 25, 2019, with Jefferies LLC (the “Sale Agreement”). The Company will not make any further offers or sales of its ordinary shares pursuant to the prior prospectus supplement dated June 25, 2019 and an accompanying prospectus dated August 10, 2017 relating to the offer and sale of shares of the Company’s ordinary shares pursuant to the Sales Agreement.
A&L Goodbody, Irish counsel to the Company, has issued a legal opinion relating to the Shares. A copy of such legal opinion, including the consent included therein, is attached as Exhibit 5.1 hereto.
The Shares are registered pursuant to the Registration Statement and the base prospectus contained therein, and offerings for the Shares will be made only by means of the Prospectus Supplement. This Current Report on Form 8-K shall not constitute an offer to sell or solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of such state or jurisdiction.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | ||
| 1.1 | Open Market Sale AgreementSM, dated June 25, 2019, by and between Nabriva Therapeutics plc and Jefferies LLC (incorporated by reference to Exhibit 1.1 to the Current Report on Form 8-K filed by the Registrant on June 25, 2019) | ||
| 5.1 | Opinion of A&L Goodbody | ||
| 23.1 | Consent of A&L Goodbody (included in Exhibit 5.1) | ||
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NABRIVA THERAPEUTICS PLC | ||
| Date: September 1, 2020 | By: | /s/ Gary Sender |
| Gary Sender | ||
| Chief Financial Officer | ||