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): September 23, 2021

 KINTARA THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

12707 High Bluff Dr., Suite 200

San Diego, CA 92130

(Address of principal executive offices)

Registrant’s telephone number, including area code: (858) 350-4364

(Former name or former address, if changed since last report.)

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:

Securities registered pursuant to Section 12(b) of the Act:

Indicate 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).

Emerging growth company  ☐

If 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.  ☐

Item 1.01 Entry into a Material Definitive Agreement.

On September 23, 2021, Kintara Therapeutics, Inc. (the “Company”), entered into a Securities Purchase Agreement, dated September 23, 2021 (the “Securities Purchase Agreement”), with certain institutional investors (the “Purchasers”), pursuant to which the Company agreed to issue and sell to the Purchasers, in the aggregate, (i) 7,200,000 shares (the “Shares”) of the Company’s common stock, $0.001 par value per share (“Common Stock”), (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase 4,800,000 shares of Common Stock and (iii) investor warrants (the “Investor Warrants”) to purchase 12,000,000 shares of Common Stock in a registered direct offering (the “Offering”). The securities are being sold in fixed combinations of (A) either (x) a Share or (y) a Pre-Funded Warrant to purchase one share of Common Stock and (B) an Investor Warrant to purchase one share of Common Stock. All of the securities in the Offering are being sold by the Company. The offering price of each Share and accompanying Investor Warrant is $1.25, and $1.249 for each Pre-Funded Warrant and accompanying Investor Warrant. The Pre-Funded Warrants will be immediately exercisable at a price of $0.001 per share of Common Stock. The Investor Warrants will be immediately exercisable at a price of $1.25 per share of Common Stock and will expire three and one half years from the date of issuance. The Shares and Pre-Funded Warrants, and the accompanying Investor Warrants, are being issued separately and are immediately separable upon issuance. The gross proceeds from the Offering will be $15.0 million.

The net proceeds to the Company from the Offering are expected to be approximately $13.6 million, after deducting placement agent fees and expenses and estimated offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for funding its clinical studies, working capital and other general corporate purposes, including, but not limited to, funding acquisitions or investments in businesses, products or technologies that are complementary to the Company’s businesses, products and technologies. The closing of the Offering is expected to occur on or about September 28, 2021, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co., LLC (“Wainwright”) acted as the exclusive placement agent for the Offering. Pursuant to an Engagement Agreement (the “Engagement Agreement”) dated September 10, 2021 between the Company and Wainwright, the Company will pay Wainwright a cash fee equal to 7.0% of the gross proceeds of the Offering, a non-accountable expense allowance of $25,000, $90,000 for out-of-pocket expenses for legal fees and other expenses and $15,950 for the clearing expenses. Additionally, the Company agreed to issue to Wainwright, or its designees, warrants to purchase up to an aggregate of 600,000 shares of Common Stock, equal to 5.0% of the aggregate number of Shares (or shares underlying Pre-Funded Warrants) sold in the Offering (the “Wainwright Warrants”). The Wainwright Warrants will be exercisable immediately, will expire on March 28, 2025 and will have an exercise price of $1.5625 per share (equal to 125% of the offering price per Share and accompanying Investor Warrant).

The Securities Purchase Agreement contains customary representations, warranties and covenants by the Company, customary conditions to closing, indemnification obligations of the Company and the Purchasers, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Securities Purchase Agreement were made only for purposes of such agreements and as of specific dates, were solely for the benefit of the parties to such agreements, and may be subject to limitations agreed upon by the contracting parties.

The foregoing description of the material terms of the Securities Purchase Agreement, the Investor Warrants, the Pre-Funded Warrants, the Engagement Agreement, and the Wainwright Warrants is not complete and is qualified in its entirety by reference to the full text of the Securities Purchase Agreement, the Investor Warrants, the Pre-Funded Warrants, the Engagement Agreement, and the Wainwright Warrants, copies of which are filed as Exhibits 10.1, 4.1, 4.2, 10.2, and 4.3, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Item 8.01 Other Events.

On September 24, 2021, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

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.