UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 6-K

 

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 

Under the Securities Exchange Act of 1934

 

For the month of March, 2019

 

Commission File Number 001-38522

 

 

 

Realm Therapeutics plc

(Translation of registrant’s name into English)

 

 

 

267 Great Valley Parkway

Malvern, PA 19355

(Address of principal executive office)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 

 

Form 20-F ☒ Form 40-F ☐ 

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 

INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

 

On March 29, 2019, Realm Therapeutics plc (the “Company”) announced the completion of the Assets Disposal representing certain Assets, which comprise the  Vashe® wound care royalty stream, an  FDA  510(k)-cleared anti-itch hydrogel, which was formerly marketed as Aurstat™, HOCI related equipment, intellectual property (including know-how, patents and copyrights), program records, and certain assigned contracts and intellectual property licenses (as detailed in the Circular to Shareholders issued on February 15, 2019). Gross proceeds of the sale are $10 million.

 

Realm continues to assess options available to maximize shareholder value through the strategic review. The Company remains in discussions with interested parties regarding a potential strategic transaction and will update the market in early Q2 2019. T he net proceeds of the Assets Disposal will augment the Company’s current cash resources, which may be deployed in event of such a transaction.

 

Capitalized terms used but not defined in this announcement shall have the meanings given to them in the circular sent to Realm shareholders on February 15, 2019, which remains available on the Company's website at  www.realmtx.com .

 

 

The Exhibit to this Report on Form 6-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933 or the Exchange Act.

 

 

     

Exhibits

   
   
99.1   Press Release, dated March 29, 2019

 

 

 

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, thereunto duly authorized.

 

             
        Realm Therapeutics plc
       
March 29, 2019       By:  

/s/ Marella Thorell

            Marella Thorell
            Chief Financial Officer and Chief Operating Officer

 

Exhibit 99.1

Realm Therapeutics plc

(“Realm”, “Realm Therapeutics” or the “Company”)

 

Completion of Assets Disposal

 

 

 

MALVERN, PA, March 29, 2019 – Realm Therapeutics plc (NASDAQ: RLM) today announces the completion of its previously announced Assets Disposal representing certain assets, which comprise the Vashe® wound care royalty stream, an  FDA  510(k)-cleared anti-itch hydrogel, which was formerly marketed as Aurstat™, HOCI related equipment, intellectual property (including know-how, patents and copyrights), program records, and certain assigned contracts and intellectual property licenses (as detailed in the Circular to Shareholders issued on February 15, 2019). Gross proceeds of the Assets Disposal are $10 million.

 

Realm continues to assess options available to maximize shareholder value through the strategic review. The Company remains in discussions with interested parties regarding a potential strategic transaction and intends to update the market with respect thereto in early Q2 2019. T he net proceeds of the Assets Disposal will augment the Company’s current cash resources, which may be deployed in event of such a transaction.

 

Capitalized terms used but not defined in this announcement shall have the meanings given to them in the circular sent to Realm shareholders on February 15, 2019, which remains available on the Company's website at  www.realmtx.com .

 

RNS-RLM

 

About Realm Therapeutics

 

Realm Therapeutics is currently exploring strategic alternatives. The Investing Policy, which remains the strategic focus of the Directors, requires the Company to seek to invest in, partner with, acquire and/or be acquired by a company with meaningful development potential in the life sciences sector or with good overall business prospects. For more information on  Realm Therapeutics, please visit  www.realmtx.com .

 

Forward-Looking Statements

 

Certain statements contained herein constitute forward-looking statements, including those with respect to the timing and completion of any proposed strategic transaction. These forward-looking statements reflect the Company’s judgment at the date of this announcement and are not intended to give any assurance as to future results. Except as required by Nasdaq or applicable law, the Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in the Company’s expectations about them or any changes in events, conditions or circumstances on which any such statement is based.

 

 

 

 

Contacts:

 

Realm Therapeutics plc

Alex Martin, Chief Executive Officer

Marella Thorell, Chief Financial Officer and Chief Operating Officer

Outside U.S.: +44 (0) 20 3727 1000

U.S.: +1 212 600 1902

 

Argot Partners

Stephanie Marks / Claudia Styslinger

+1 212 600 1902

 

FTI Consulting

Simon Conway

+44 (0) 20 3727 1000