WASHINGTON, D.C. 20549   


Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): October 31, 2019  

(Exact name of registrant as specified in its charter)  

(State or other jurisdiction
of incorporation)
File Number)
(I.R.S. Employer
Identification No.)
44 Whippany Road, Morristown, NJ
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(Zip Code)
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Common Stock, $0.001 Par Value
Nasdaq Global Market
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Item 8.01
Other Events.
As previously disclosed, in June 2019, Melinta Therapeutics, Inc. (the “Company”, “we”, “us” or “our”) and Vatera Healthcare Partners LLC and Oikos Investment Partners LLC (formerly known as Vatera Investment Partners LLC) (together, “Vatera”) agreed to an amendment to the Senior Subordinated Convertible Loan Agreement (the “Vatera Loan Agreement”) to provide for, among other things: (i) an extension of the period to draw the remaining unfunded commitments under the Vatera Loan Agreement to October 31, 2019; and (ii) a reduction of such commitments to $27 million (replacing the $60 million of unfunded commitments that were previously available for borrowing under the Vatera Loan Agreement). Our ability to borrow the additional $27 million was subject to satisfaction of the conditions precedent set forth in the original Vatera Loan Agreement, including, without limitation: the absence of a material adverse effect on the Company; the absence of a default or event of default under the Vatera Loan Agreement and no such default or event of default being reasonably expected to occur; accuracy of the representations and warranties made by the Company and its subsidiaries under the Vatera Loan Agreement and the related loan documents in all material respects; and the common stock of the Company remaining listed on NASDAQ or another eligible market.
Given the likelihood that a default or event of default is reasonably expected to occur under the Vatera Loan Agreement (as amended by the amendment described above), specifically with respect to the requirement that the audit opinion included in our annual report on Form 10-K for the year ended December 31, 2019, not include any explanatory paragraph expressing substantial doubt as to going concern status, the Company determined that it was not able to meet the conditions precedent to drawing the $27 million prior to October 31, 2019; therefore, on October 31, 2019, the commitment to loan the $27 million expired. There are no additional funds available under the Vatera Loan Agreement.

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: November 6, 2019
Melinta Therapeutics, Inc.
/s/ Peter J. Milligan
Peter J. Milligan
Chief Financial Officer