Current Report Filing (8-k)
March 30 2020 - 4:11PM
Edgar (US Regulatory)
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
and Exchange Act of 1934
Date of Report (Date of earliest event reported):
March 30, 2020
MESO NUMISMATICS, INC.
(Exact name of Registrant as specified in its
charter)
Nevada
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000-56010
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88-0492191
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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433 Plaza Real Suite 275
Boca Raton, Florida 33432
(Address of principal executive offices,
including zip code)
(800) 889-9509
(Registrant’s telephone number, including
area code)
Check the appropriate box below if the 8-K
filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
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Securities registered pursuant to Section 12(b)
of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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N/A
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N/A
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N/A
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the
Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
The board of directors
and management of Meso Numismatics, Inc., a Nevada corporation (the “Company”), has determined that, in light of the
circumstances and uncertainty surrounding the effects of the COVID-19 coronavirus pandemic on the Company’s business, employees,
consultants and service providers, the Company will delay the filing of its annual report on Form 10-K for the year ended December
31, 2019 (the “Annual Report”) by up to 45 days in accordance with the SEC’s March 4, 2020 Order (Release No.
34-88318) (the “Order”), which allows for the delay of certain filings required under the Securities and Exchange Act
of 1934, as amended. The Company’s operations and business have experienced disruption due to the unprecedented conditions
surrounding the COVID-19 pandemic spreading throughout the United States and the world and it is unable to timely review and prepare
the Company’s financial statements for the 2019 fiscal year. The Company will file its Annual Report by no later than May
14, 2020, 45 days after the original due date of its Annual Report.
Below is a risk factor regarding the coronavirus
that the Company’s stockholders and potential investors in the Company should consider with respect to the year that will
end on December 31, 2020.
We face risks related to Novel Coronavirus (COVID-19) which
could significantly disrupt our research and development, operations, sales, and financial results.
Our business will be adversely impacted by the
effects of the Novel Coronavirus (COVID-19). In addition to global macroeconomic effects, the Novel Coronavirus (COVID-19) outbreak
and any other related adverse public health developments will cause disruption to our operations and sales activities. Our third-party
vendors, third-party distributors, and our customers have been and will be disrupted by worker absenteeism, quarantines and restrictions
on employees’ ability to work, office and factory closures, disruptions to ports and other shipping infrastructure, border
closures, or other travel or health-related restrictions. Depending on the magnitude of such effects on our activities or the operations
of our third-party vendors and third-party distributors, the supply of our products will be delayed, which could adversely affect
our business, operations and customer relationships. In addition, the Novel Coronavirus (COVID-19) or other disease outbreak
will in the short-run and may over the longer term adversely affect the economies and financial markets of many countries, resulting
in an economic downturn that will affect demand for our products and services and impact our operating results. There can be no
assurance that any decrease in sales resulting from the Novel Coronavirus (COVID-19) will be offset by increased sales in subsequent
periods. Although the magnitude of the impact of the Novel Coronavirus (COVID-19) outbreak on our business and operations remains
uncertain, the continued spread of the Novel Coronavirus (COVID-19) or the occurrence of other epidemics and the imposition of
related public health measures and travel and business restrictions will adversely impact our business, financial condition, operating
results and cash flows. In addition, we have experienced and will experience disruptions to our business
operations resulting from quarantines, self-isolations, or other movement and restrictions on the ability of our employees to perform
their jobs that may impact our ability to develop and design our products and services in a timely manner or meet required milestones
or customer commitments.
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.
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MESO NUMISMATICS, INC.
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Date: March 30, 2020
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By:
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/s/ Melvin Pereira
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Melvin Pereira
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Chief Executive Officer
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Meso Numismatics (PK) (USOTC:MSSV)
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