ADMA Biologics Inc filed SEC Form 8-K: Results of Operations and Financial Condition, Other Events, Financial Statements and Exhibits

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): May 5, 2025

Registrant’s telephone number, including area code: (201) 478-5552

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 (see General Instruction A.2. below):

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 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. ☐

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On May 7, 2025, ADMA Biologics, Inc. (the “Company”) issued a press release announcing its financial results for the three months ended March 31, 2025, and provided a business update.  A copy of the press release is furnished herewith as Exhibit 99.1.*

Debt Reorganization

On May 5, 2025, the Company borrowed $30.0 million under its revolving credit facility with Ares Capital Corporation (“Ares”), which the Company used to repay an additional $30.0 million against the Company’s term loan facility with Ares on May 6, 2025. Following such transactions, the Company has $72.5 million outstanding under its revolving credit facility and $2.5 million outstanding under its term loan facility.

Share Repurchase Program

On May 7, 2025, the Company announced that its board of directors has authorized a share repurchase program of up to $500.0 million of the Company’s outstanding shares of common stock (the “Repurchase Program”).  Repurchases under the Repurchase Program may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements, and other relevant factors.  Open market repurchases will be structured to occur in accordance with the requirements of Rule 10b-18. The Company may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of shares under this Repurchase Program. The timing and number of shares repurchased under the Repurchase Program will depend on a variety of factors, including stock price, trading volume, and general business and market conditions. The Repurchase Program does not obligate the Company to acquire any particular amount of its common stock, and may be modified, suspended, or terminated at any time at the Company’s discretion. The Repurchase Program has no expiration date.

(d) Exhibits

* The information in Item 2.02 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

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.

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