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Organovo Holdings, Inc. · 10-Q · For 6/30/13 · R14

Filed On 8/9/13, 5:20pm ET   ·   Accession Number 1193125-13-329393   ·   SEC File 1-35996

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  As Of                Filer                Filing    For/On/As Docs:Size              Issuer               Agent

 8/09/13  Organovo Holdings, Inc.           10-Q        6/30/13   79:9.3M                                   RR Donnelley/FA

Quarterly Report   —   Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    413K 
 2: EX-31.1     Certification per Sarbanes-Oxley Act (Section 302)  HTML     29K 
 3: EX-31.2     Certification per Sarbanes-Oxley Act (Section 302)  HTML     29K 
 4: EX-32.1     Exhiibt 32.1                                        HTML     23K 
40: EXCEL       XBRL IDEA Workbook -- Financial Report (.xls)        XLS    716K 
77: R1          Document and Entity Information                     HTML     42K 
48: R2          Condensed Consolidated Balance Sheets               HTML    106K 
44: R3          Condensed Consolidated Balance Sheets               HTML     35K 
                          (Parenthetical)                                        
14: R4          Condensed Consolidated Statements of Operations     HTML     76K 
                          (Unaudited)                                            
47: R5          Condensed Consolidated Statements of Stockholders'  HTML    126K 
                          Equity (Deficit) (Unaudited)                           
28: R6          Condensed Consolidated Statements of Cash Flows     HTML    130K 
                          (Unaudited)                                            
65: R7          Condensed Consolidated Statements of Cash Flows     HTML     45K 
                          (Unaudited) (Parenthetical)                            
29: R8          Change in Fiscal Year End                           HTML     25K 
34: R9          Description of Business and Summary of Significant  HTML     94K 
                          Accounting Policies                                    
15: R10         Derivative Liability                                HTML     46K 
31: R11         Stockholders' Equity                                HTML     97K 
64: R12         Commitments and Contingencies                       HTML     44K 
59: R13         Concentrations                                      HTML     28K 
45: R14         Subsequent Events                                   HTML     33K 
72: R15         Description of Business and Summary of Significant  HTML    172K 
                          Accounting Policies (Policies)                         
62: R16         Description of Business and Summary of Significant  HTML     48K 
                          Accounting Policies (Tables)                           
13: R17         Derivative Liability (Tables)                       HTML     39K 
18: R18         Stockholders' Equity (Tables)                       HTML     86K 
71: R19         Commitments and Contingencies (Tables)              HTML     30K 
76: R20         Description of Business and Summary of Significant  HTML     33K 
                          Accounting Policies (Details)                          
78: R21         Description of Business and Summary of Significant  HTML     38K 
                          Accounting Policies (Details 1)                        
74: R22         Description of Business and Summary of Significant  HTML    241K 
                          Accounting Policies (Details Textual)                  
56: R23         Derivative Liability (Details)                      HTML     37K 
16: R24         Derivative Liability (Details Textual)              HTML     45K 
27: R25         Stockholders' Equity (Details)                      HTML     34K 
22: R26         Stockholders' Equity (Details 1)                    HTML     59K 
21: R27         Stockholders' Equity (Details 2)                    HTML     37K 
35: R28         Stockholders' Equity (Details 3)                    HTML     50K 
55: R29         Stockholders' Equity (Details 4)                    HTML     27K 
61: R30         Stockholders' Equity (Details Textual)              HTML    274K 
24: R31         Commitments and Contingencies (Details)             HTML     35K 
36: R32         Commitments and Contingencies (Details Textual)     HTML     31K 
68: R33         Subsequent Events (Details Textual)                 HTML     66K 
43: XML         XBRL XML File -- Filing Summary                      XML     93K 
79: XML.R1      Document and Entity Information                      XML    121K 
33: XML.R2      Condensed Consolidated Balance Sheets                XML    282K 
54: XML.R3      Condensed Consolidated Balance Sheets                XML     91K 
                          (Parenthetical)                                        
42: XML.R4      Condensed Consolidated Statements of Operations      XML    297K 
                          (Unaudited)                                            
39: XML.R5      Condensed Consolidated Statements of Stockholders'   XML   1.72M 
                          Equity (Deficit) (Unaudited)                           
12: XML.R6      Condensed Consolidated Statements of Cash Flows      XML    508K 
                          (Unaudited)                                            
49: XML.R7      Condensed Consolidated Statements of Cash Flows      XML    143K 
                          (Unaudited) (Parenthetical)                            
11: XML.R8      Change in Fiscal Year End                            XML     40K 
25: XML.R9      Description of Business and Summary of Significant   XML    102K 
                          Accounting Policies                                    
38: XML.R10     Derivative Liability                                 XML     58K 
30: XML.R11     Stockholders' Equity                                 XML    115K 
26: XML.R12     Commitments and Contingencies                        XML     55K 
66: XML.R13     Concentrations                                       XML     42K 
32: XML.R14     Subsequent Events                                    XML     44K 
75: XML.R15     Description of Business and Summary of Significant   XML    268K 
                          Accounting Policies (Policies)                         
51: XML.R16     Description of Business and Summary of Significant   XML     71K 
                          Accounting Policies (Tables)                           
50: XML.R17     Derivative Liability (Tables)                        XML     53K 
53: XML.R18     Stockholders' Equity (Tables)                        XML    128K 
23: XML.R19     Commitments and Contingencies (Tables)               XML     45K 
46: XML.R20     Description of Business and Summary of Significant   XML    308K 
                          Accounting Policies (Details)                          
60: XML.R21     Description of Business and Summary of Significant   XML    189K 
                          Accounting Policies (Details 1)                        
63: XML.R22     Description of Business and Summary of Significant   XML   4.70M 
                          Accounting Policies (Details Textual)                  
67: XML.R23     Derivative Liability (Details)                       XML    157K 
37: XML.R24     Derivative Liability (Details Textual)               XML    260K 
20: XML.R25     Stockholders' Equity (Details)                       XML    102K 
69: XML.R26     Stockholders' Equity (Details 1)                     XML    223K 
52: XML.R27     Stockholders' Equity (Details 2)                     XML     91K 
70: XML.R28     Stockholders' Equity (Details 3)                     XML    300K 
17: XML.R29     Stockholders' Equity (Details 4)                     XML    126K 
58: XML.R30     Stockholders' Equity (Details Textual)               XML   6.52M 
57: XML.R31     Commitments and Contingencies (Details)              XML     74K 
19: XML.R32     Commitments and Contingencies (Details Textual)      XML     95K 
73: XML.R33     Subsequent Events (Details Textual)                  XML    663K 
 5: EX-101.INS  XBRL Instance -- onvo-20130630                       XML    957K 
 7: EX-101.CAL  XBRL Calculations -- onvo-20130630_cal               XML    139K 
 8: EX-101.DEF  XBRL Definitions -- onvo-20130630_def                XML    435K 
 9: EX-101.LAB  XBRL Labels -- onvo-20130630_lab                     XML    988K 
10: EX-101.PRE  XBRL Presentations -- onvo-20130630_pre              XML    712K 
 6: EX-101.SCH  XBRL Schema -- onvo-20130630                         XSD    147K 
41: ZIP         XBRL Zipped Folder -- 0001193125-13-329393-xbrl      Zip    118K 


R14   —   Subsequent Events


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v2.4.0.8
Subsequent Events
3 Months Ended
Subsequent Events [Abstract]  
Subsequent Events

7. Subsequent Events

On July 9, 2013, the Company announced that its common stock had been approved to list on the NYSE MKT. Shares began trading on the New York Stock Exchange on July 11, 2013. The Company continues to trade under the symbol “ONVO” but withdrew its shares from quotation on the OTC QX concurrent with listing its shares on the NYSE MKT.

On July 18, 2013, the Company announced that Richard A. Heyman, Ph.D. has been nominated to be elected to the Company’s Board of Directors at the Annual Meeting of the Stockholders scheduled to be held on August 21, 2013. Dr. Heyman is expected to replace Andras Forgacs on the Company’s Board. Following Dr. Heyman’s election to the Company’s Board of Directors, the Board will increase the current majority of independent directors from three to four members. The Company’s Board has formally endorsed Dr. Heyman’s candidacy in the Company’s Proxy Statement, filed on July 12, 2013.

A shelf registration statement on Form S-3 (File No. 333-189995), or shelf, was filed with the SEC on July 17, 2013 authorizing the offer and sale in one or more offerings of up to $100,000,000 in aggregate of common stock, preferred stock, debt securities, warrants to purchase common stock, preferred stock or debt securities, or any combination of the foregoing, either individually or as units comprised of one or more of the other securities. This shelf was declared effective by the SEC on July 26, 2013.

 

On July 25, 2013, Andras Forgacs, a member of the Board of Directors, announced his resignation from the Board, effective immediately. There were no disagreements between Mr. Forgacs and the Company relative to his resignation.

Subsequent to June 30, 2013, the Company had 1,242,478 warrants exercised on a cashless basis, for a net issuance of 981,055 shares and 225,000 warrants exercised for 225,000 common shares for cash proceeds to the Company of $609,000.

On August 2, 2013, the Company, entered into an Underwriting Agreement (the Underwriting Agreement) with Lazard Capital Markets LLC, acting as representative of the underwriters named in the Underwriting Agreement (the “Underwriters”) and joint book-runner with Oppenheimer & Co. Inc., relating to the issuance and sale of 10,350,000 shares of the Company’s common stock, par value $0.001 per share (the “Offering”), which includes the issuance and sale of 1,350,000 shares pursuant to an overallotment option exercised by the Underwriters on August 5, 2013. JMP Securities LLC and Maxim Group LLC each acted as co-managers for the offering. The price to the public in the Offering was $4.50 per share, and the Underwriters purchased the shares from the Company pursuant to the Underwriting Agreement at a price of $4.23 per share. The net proceeds to the Company from the Offering were approximately $43.3 million, after deducting underwriting discounts and commissions and estimated Offering expenses of $2.8 million payable by the Company, including the Underwriters’ exercise of the overallotment option. The transactions contemplated by the Underwriting Agreement closed on August 7, 2013.

The Underwriting Agreement contained 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, other obligations of the parties and termination provisions.

The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of the Underwriting Agreement as of specific dates indicated therein, were solely for the benefit of the parties to the Underwriting Agreement, and may be subject to limitations agreed upon by the parties, including being qualified by confidential disclosures exchanged between the parties in connection with the execution of the Underwriting Agreement.


Dates Referenced Herein   and   Documents Incorporated By Reference

This 10-Q Filing   Date   Other Filings
For The Period Ended6/30/13
7/9/138-A12B, 8-K
7/11/13
7/12/13DEF 14A, DEFA14A
7/17/13S-3
7/18/13
7/25/138-K
7/26/13
8/2/13424B5, 8-K
8/5/13
8/7/138-K
Filed On / Filed As Of8/9/13
8/21/133, 4, 8-K, DEF 14A
 
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