ARCTURUS THERAPEUTICS HOLDINGS INC. Form 8-K (Jan. 29, 2021)

Summary

Current report on Form 8-K of Arcturus Therapeutics Holdings Inc., date of report January 29, 2021, filed under Item 2.03. It states that under the Manufacturing Support Agreement of November 7, 2020 with the Economic Development Board of the Republic of Singapore, the Board agreed to make a term loan of up to $45.0 million, and the company drew the full amount; $46.5 million was funded on January 29, 2021 as a result of exchange rates. The loan is limited recourse and is intended to be repaid through a royalty on sales of the LUNAR-COV19 vaccine candidate. All unpaid principal and interest become due five years after the draw date if net sales exceed a certain minimum threshold or the company obtains clearance to sell the vaccine in specified jurisdictions. The signature block shows /s/ Joseph E. Payne, dated February 3, 2021.

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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): January 29, 2021

ARCTURUS THERAPEUTICS HOLDINGS INC.

(Exact name of registrant as specified
in its charter)

Delaware | 001-38942 | 32-0595345
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.)

10628 Science Center Drive , Suite 250

San Diego , California 92121

(Address of principal executive offices)

Registrant’s telephone number,
including area code: (858) 900-2660

(Former name or former address, if changed
since last report)

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:

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class | Trading Symbol(s) | Name of each exchange on which registered
Common stock, par value $0.001 per share | ARCT | The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging
growth company 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. ☐

Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant.

As previously disclosed, on November 7, 2020 Arcturus Therapeutics
Holdings Inc. (the “Company”), entered into a Manufacturing Support Agreement (the “Support Agreement”)
with the Economic Development Board of the Republic of Singapore (the “EDB”) pursuant to which the EDB agreed to make
a term loan of up to $45.0 million (subject to adjustment based on exchange rates) to the Company, subject to the satisfaction
of customary deliveries, to support the development of the LUNAR-COV19 vaccine candidate (the “Singapore Loan”). The
Company elected to draw down the full amount available under the Support Agreement and $46.5 million (as a result of applicable
exchange rates) was funded by the EDB on January 29, 2021.

Subject to certain exceptions, the Singapore Loan is a limited
recourse loan that is intended to be repaid solely through a royalty payment on sales of the LUNAR-COV19 vaccine candidate, with
a portion of the proceeds on all such vaccine sales being applied on a quarterly basis to prepay outstanding principal and interest
under the Singapore Loan. However, all unpaid principal and interest under the Singapore Loan will be due and payable five years
after draw date, if net sales of the LUNAR-COV19 vaccine exceed a certain minimum threshold during this five year period or the
Company obtains clearance to sell the vaccine in specified jurisdictions. Unpaid principal and interest under the Singapore Loan
will also become due and payable upon an event of default under the Support Agreement

If any portion of the Singapore Loan is required to be forgiven
pursuant to the terms of the Support Agreement, the EDB has the right to take ownership of certain raw materials and equipment
that were purchased by the Company with proceeds of the Singapore Loan (the “Specified Assets”) and entered into a
security agreement for the benefit of the EDB to provide that repayment of the Singapore Loan and related obligations are secured
by a lien on the Specified Assets.

The foregoing description of the Support Agreement does not
purport to be complete and is qualified in its entirety by reference to the full text of the Support Agreement, which was filed
as an exhibit to the Quarterly Report on Form 10-Q filed by the Company on November 9, 2020.

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 hereunto duly authorized.

Arcturus Therapeutics Holdings Inc.
Date: February 3, 2021
By: | /s/ Joseph E. Payne
Name: | Joseph E. Payne
Title: | Chief Executive Officer

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