Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - Adverum Biotechnologies, Inc. | d125003dex991.htm |
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 29, 2016
AVALANCHE BIOTECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-36579 | 20-5258327 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
1035 O’Brien Drive, Suite A
Menlo Park, CA 94025
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code: (650) 272-6269
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| x | Soliciting material pursuant to Rule 14a–12 under the Exchange Act (17 CFR 240.14a–12) |
| ¨ | Pre-commencement communication 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 Entry into a Material Definitive Agreement.
On Monday, February 1, 2016, Avalanche Biotechnologies, Inc. (the “Company”) held an investor conference call in connection with the announcement of the Company’s proposed transaction (the “Transaction”) with Annapurna Therapeutics SAS, a French simplified joint stock company (“Annapurna”), pursuant to the Acquisition Agreement, dated as of January 29, 2016, by and among the Company, Annapurna, certain shareholders of Annapurna (the “Contributors”), and Shareholder Representative Services LLC, a Colorado limited liability company, acting as the representative of the Contributors.
A copy of the transcript generated after the occurrence of this conference call is attached hereto as Exhibit 99.1 and incorporated herein by reference in its entirety.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Transcript of conference call, dated February 1, 2016 | |
Additional Information and Where to Find It
This Current Report on Form 8-K does not constitute a solicitation of any vote or approval. In connection with the Transaction, the Company intends to file with the SEC a proxy statement of the Company, as well as other relevant documents concerning the Transaction. INVESTORS AND SECURITYHOLDERS OF THE COMPANY ARE URGED TO READ THE PROXY STATEMENT REGARDING THE TRANSACTION WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. A free copy of the proxy statement and other filings containing information about the Company may be obtained at the SEC website at www.sec.gov. You will also be able to obtain these documents, free of charge, from the Company by directing a written request to: Avalanche Biotechnologies, Inc., 1035 O’Brien Drive, Suite A, Menlo Park, CA 94025, Attention: Investor Relations. Investors and security holders are urged to read the proxy statement and the other relevant materials when they become available before making any voting decision with respect to the issuance of Company Common Stock or the Transaction.
The Company and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of the Company in connection with the Transaction and the Company Stock Issuance. Information regarding the special interests of these directors and executive officers in the Transaction will be included in the proxy statement referred to above. Additional information regarding the directors and executive officers of the Company is also included in Avalanche’s Annual Report on Form 10-K for the year ended December 31, 2014 and the proxy statement for the Company’s 2015 Annual Meeting of Stockholders. These documents are available free of charge at the SEC web site at www.sec.gov and from Investor Relations at the Company at the address set forth above.
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.
| Date: February 1, 2016 | AVALANCHE BIOTECHNOLOGIES, INC. | |||
| By: | /s/ Paul B. Cleveland | |||
| Paul B. Cleveland, Chief Executive Officer | ||||