AND EXCHANGE COMMISSION
to Section 13 or 15(d) of the
Exchange Act of 1934
of report (Date of earliest event reported): July 17, 2018
name of registrant as specified in its charter)
or other jurisdiction
Third Street, Suite 2241
of principal executive offices)
telephone number, including area code)
Name or former address, if changed since last report)
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:
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))|
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
growth company [X]
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [X]
into a Material Definitive Agreement.|
previously reported, Variation Biotechnologies (US), Inc. (the “Borrower”), a subsidiary of VBI Vaccines, Inc. (the
“Company”), the guarantors on the signature pages thereto (the “Guarantors”), and Perceptive Credit Holdings,
L.P. (“Perceptive”) are parties to that certain Amended and Restated Credit Agreement and Guaranty, dated December
6, 2016, as amended on September 28, 2017 (the “Existing Credit Agreement”), and the Company had issued that certain
Amended and Restated Warrant in favor of Perceptive for the purchase of 363,771 common shares of the Company, with an original
issue date of July 25, 2014 (the “Warrant”).
July 17, 2018, the Borrower, the Company, the Guarantors and Perceptive entered into Amendment No.2 to Amended and Restated Credit
Agreement and Guaranty and Amendment to Warrant (the “Amendment”), to extend the period the Company is required to
pay only the interest on the loan made under the Existing Credit Agreement from May 31, 2018, to December 31, 2018. In addition,
the Existing Credit Agreement was amended so that the amounts repaid or prepaid will first be applied to the payment of fees,
indemnities, costs, expenses and other amounts then due and owing to Perceptive, and then, to the payment of any accrued and unpaid
interest then due and owing on the loans, to the payment of unpaid principal of the loans, together with any applicable early
prepayment fee thereon, to the payment of any exit fee and to the payment of all other obligation due and payable, in such order.
Amendment also extended the term of the Warrant from July 25, 2019, to December 6, 2021.
foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full
text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.|
information set forth in Item 1.01 of this report is incorporated herein by reference.
||Financial Statements and Exhibits.|
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.
July 19, 2018
and Chief Executive Officer|