MHTX Manhattan Scientifics Inc (PK)

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934

 

Date of Report (Date of earliest reported): August 26, 2015

 

MANHATTAN SCIENTIFICS, INC.

(Exact name of registrant as specified in charter)

 

Delaware		000-28411		85-0460639
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)		(IRS Employer Identification No.)

 

The Chrysler Building

405 Lexington Avenue, 26th Floor

New York, New York, 10174

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s Telephone Number, including area code: (212) 551-0577

 

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):

 

¨ 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))

 

 

 

Item 8.01 Other Events.

 

On August 26, 2015, Manhattan Scientifics, Inc. (the “Company”) issued a press release announcing that its Board of Directors has approved a share repurchase program as of August 26, 2015. Under the program, the Company is authorized to purchase shares of its common stock with a value of up to $500,000 in open market transactions at the discretion of management. All stock repurchases will be subject to the requirements of Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and other rules that govern such purchases. A copy of the press release is included as exhibit 99.1 of this report.

 

Item 9.01 Financial Statements and Exhibits.

 

(a) Financial statements of business acquired.

 

Not applicable.

 

(b) Pro forma financial information.

 

Not applicable.

 

(c) Shell Company transactions.

 

Not applicable.

 

(d) Exhibits.

 

Exhibit Number		Exhibit Description
99.1		Press Release dated August 26, 2015

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 

 

	MANHATTAN SCIENTIFICS, INC.
	By:	/s/ Emmanuel Tsoupanarias
	Name:	Emmanuel Tsoupanarias
	Title:	Chief Executive Officer

 

Date:	August 28, 2015
	New York, New York

 

 

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  EXHIBIT 99.1

 

Manhattan Scientifics, Inc. Announces Stock Repurchase Program

 

Aug 26, 2015

OTC Disclosure & News Service

 

Manhattan Scientifics, Inc. ("Manhattan Scientifics”), (OTCQB:MHTX) announced that it is initiating a share repurchase program. Manhattan Scientifics' Board of Directors designated a program to repurchase, from time to time, at management's discretion, shares of the Company's common stock with a value of up to $500,000 in the open market at prevailing market prices over the next 12 months.

 

Emmanuel Tsoupanarias, President and Chief Executive Officer of Manhattan Scientifics, stated, “As part of our company’s long-term strategy to further develop its disruptive technologies, we have evaluated the recent price levels and we believe that our common stock represents an attractive investment opportunity for our company. We believe that our company is fundamentally sound and the decision to initiate the share repurchase program illustrates the confidence we have in the long-term value of our company.” Management is reviewing and considering a continuing program of actions to enable our MHTX shares to become more accessible to a broader market of institutional investors.

 

There can be no assurance as to how many common shares will be purchased. In addition, the repurchase program may be suspended or discontinued at any time. Common stock acquired though the repurchase program will be held as treasury shares and may be used for general corporate purposes, including reissuances in connection with acquisitions, employee stock option exercises or other employee stock plans. Repurchases will be made under the program using our own cash resources and will be in accordance with Rule 10b-18 under the Securities Exchange Act of 1934 and other applicable laws, rules and regulations. Maxim Group will act as agent for the Company stock repurchase program.

 

About Manhattan Scientifics, Inc.

 

Manhattan Scientifics Inc. (www.mhtx.com) is located in New Mexico, New York and Montreal. It is focused on technology transfer and commercialization of transformative technologies in the nano medicine space. The company is presently developing commercial medical prosthetics applications for its ultra-fine grain metals and plans to commercialize the cancer research work and nano medical applications developed by Senior Scientific LLC, a unit of the Company.

 

Forward-looking statement

 

This press release contains forward-looking statements, which are subject to a number of risks, assumptions and uncertainties that could cause the Company's actual results to differ materially from those projected in such forward-looking statements. Management at Manhattan Scientifics believes that purchase of its shares should be considered to be at the high end of the risk spectrum. Forward-looking statements speak only as of the date made and are not guarantees of future performance. We undertake no obligation to publicly update or revise any forward-looking statements.