Item 1.01 Entry into a Material Definitive Agreement.
The Offering is being made pursuant to the Company's shelf registration statement on Form S-3 (Registration No. 333-196543), filed on
The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement and may be subject to limitations agreed upon by the contracting parties. Subject to certain exceptions, the Company, the Company's directors, executive officers and certain of the Company's stockholders also agreed not to sell or transfer any shares of common stock of the Company for 45 days (90 days for the Company) after
A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing description of the terms of the Underwriting is qualified in its entirety by reference to such exhibit. A copy of the opinion of
Item 8.01 Other Events.
Neither the filing of the press releases as exhibits to this Current Report on Form 8-K nor the inclusion in the press releases of a reference to the Company's internet address shall, under any circumstances, be deemed to incorporate the information available at the Company's internet address into this Current Report on Form 8-K. The information available at the Company's internet address is not part of this Current Report on Form 8-K or any other report filed by it with the
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are filed with this Report:
Exhibit No. Description 1.1 Underwriting Agreement, dated
June 27, 2014, among IGI Laboratories, Inc., Roth Capital Partners, LLCand Oppenheimer & Co. 5.1 Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.23.1 Consent of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.(included in Exhibit 5.1) 99.1 Press release, dated June 26, 2014, announcing the launching of the public offering 99.2 Press release, dated June 27, 2014, announcing the pricing of the public offering