form8kdated40808.htm
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): April 8, 2008
AEOLUS PHARMACEUTICALS,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State or
other jurisdiction of incorporation)
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0-50481
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56-1953785
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(Commission
File Number)
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(IRS
Employer Identification No.)
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23811
Inverness Place
Laguna
Niguel, California 92677
(Address
of Principal Executive Offices, Including Zip Code)
949-481-9825
(Registrant’s
Telephone Number, Including Area Code)
__________________
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:
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£
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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£
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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£
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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£
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01 Entry
into a Material Definitive Agreement
As previously reported, on March 27,
2008, Aeolus Pharmaceuticals, Inc. (“Aeolus” or the “Company”) entered into a
secured credit agreement (the “Margin Agreement”) in amount of up to $230,000
with UBS Financial Services, Inc. ("UBS"), and on March 28, 2008, the
Company received $230,000 under the Margin Agreement. On April 8, 2008,
UBS agreed to lend an additional $130,000 to the Company under the Margin
Agreement. Aeolus agreed to the increase and on April 8, 2008, the Company drew
the additional $130,000 under the amended agreement.
As previously reported, the Margin
Agreement bears interest at the per annum rate of LIBOR plus 0.25
percent. Availability of the line of credit is subject to the
Company’s compliance with certain financial and other
covenants. Borrowings under the Margin Agreement are secured by
the Company’s investments held by UBS. The proceeds of the Margin Agreement will
be used to provide working capital for the Company and its
subsidiaries.
Item
2.03 Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
Reference
is made to Item 1.01 of this report for a description of an amendment to the
Margin Agreement and the Company's draw of an additional $130,000 under the
amended agreement on April 8, 2008.
Statements
in the preceding paragraphs and all other statements that are not strictly
historical are “forward-looking” and involve a high degree of risk and
uncertainty. These statements include, but are not limited to, those related to:
disruption in the credit markets; the Company's cash projections; and other
matters discussed in the Company's filings with the Securities and Exchange
Commission. Such statements are only predictions, and actual events
or results may differ materially from those projected in such forward-looking
statements. Factors that could cause or contribute to differences include, but
are not limited to, risks related to: the current financial market generally;
the market for auction-rate securities; and changes to the Company's projected
cash requirements. Certain of these factors and others are more fully described
in the Company’s filings with the Securities and Exchange Commission, including,
but not limited to, the Company’s Annual Report on Form 10-K for the year ended
September 30, 2007. These forward-looking statements speak only as of the date
hereof. The Company expressly disclaims any intent or obligation to update these
forward-looking statements.
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.
AEOLUS PHARMACEUTICALS,
INC.
Date: April
8,
2008 /s/ Michael P.
McManus___________________
Michael
P. McManus
Chief
Financial Officer, Treasurer and Secretary