UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On July 29, 2020, Spectrum Pharmaceuticals, Inc. (the “Company”) issued a press release announcing the commencement of an underwritten public offering of its common stock pursuant to its shelf registration statement on Form S-3 (File No. 333-237319), filed with the Securities and Exchange Commission (the “SEC”) on March 20, 2020, as amended by Pre-Effective Amendment No. 1 thereto filed with the SEC on May 7, 2020 (as amended, the “Registration Statement”). The Registration Statement was declared effective by the SEC on May 8, 2020. A copy of the press release announcing the commencement of the offering is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Pursuant to that certain Controlled Equity OfferingSM Sales Agreement, dated April 5, 2019 (the “Sales Agreement”), by and among the Company, Cantor Fitzgerald & Co., H.C. Wainwright & Co., LLC and B. Riley FBR, Inc. (each individually an “Agent” and collectively, the “Agents”), the Company may offer and sell, from time to time, shares of its common stock through the Agents in an “at the market offering” (each, an “ATM Offering”), as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”). The Registration Statement included a sales agreement prospectus, pursuant to which the Company may conduct such ATM Offerings for an aggregate offering price of up to $75.0 million (the “Sales Agreement Prospectus”). From May 8, 2020 to July 29, 2020, the Company issued 3,950,398 shares of its common stock at an average price of $3.85 per share through the Sales Agreement Prospectus, resulting in gross proceeds to the Company of approximately $15.2 million. The Company terminated the Sales Agreement Prospectus on July 29, 2020, but the Sales Agreement remains in full force and effect. The Company will not make any sales of its shares of common stock pursuant to the Sales Agreement unless and until a new sales agreement prospectus is filed.
This Current Report on Form 8-K, including the exhibits hereto, shall not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, which is being made only by means of a written prospectus meeting the requirements of Section 10 of the Securities Act, nor shall there be any sale of the Company’s securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| 99.1 | Press release, dated July 29, 2020. | |
| 104 | Cover Page Interactive Data File, formatting Inline Extensible Business Reporting Language (iXBRL). | |
SIGNATURE
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.
| SPECTRUM PHARMACEUTICALS, INC. | ||||||
| Date: July 29, 2020 | By: | /s/ Kurt A. Gustafson | ||||
| Kurt A. Gustafson | ||||||
| Executive Vice President and Chief Financial Officer | ||||||