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.
On March 10, 2020, Aytu BioScience, Inc. (the
“Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with an institutional
investor (the “Purchaser”), pursuant to which the Company agreed to sell and issue, in a registered direct offering,
an aggregate of (i) 4,450,000 shares of the Company’s common stock (the “Common Stock”) at a purchase price per
share of $1.15 (the “Shares”) and (ii) pre-funded warrants to purchase up to 3,376,087 shares of Common Stock (the
“Pre-Funded Warrants”) at an effective price of $1.15 per share ($1.1499 paid to the Company upon the closing of the
offering and $0.0001 to be paid upon exercise of such Pre-Funded Warrants), for aggregate gross proceeds to the Company of approximately
$9.0 million, before deducting placement agent fees and other offering expenses payable by the Company (the “Registered Offering”).
The Pre-Funded Warrants are exercisable immediately upon issuance and remain exercisable until exercised in full. The Shares and
Pre-Funded Warrants are being offered by the Company pursuant to an effective shelf registration statement on Form S-3, which was
originally filed with the Securities and Exchange Commission (the “SEC”) on November 22, 2017, as amended, and was
declared effective on December 1, 2017 (File No. 333-221735) (the “Registration Statement”) and a prospectus supplement
thereunder. The Registered Offering is expected to close on or about March 13, 2020, subject to customary closing conditions.
Pursuant to a letter agreement dated as of
January 3, 2020, as amended, the Company engaged H.C. Wainwright & Co., LLC (“Wainwright”) to act as its exclusive
placement agent in connection with the Registered Offering. The Company has agreed to pay Wainwright 7.5% of the aggregate gross
proceeds in the Registered Offering, excluding the proceeds, if any, from the exercise of the Purchase Warrants. The Company also
agreed to pay Wainwright a management fee of 1.0% of the aggregate proceeds in the Registered Offering and to reimburse Wainwright
for certain expenses in connection with the Registered Offering in an aggregate amount not to exceed $50,000. In addition, the
Company agreed to pay Wainwright $40,000 for non-accountable expenses and $12,900 for clearing fees. The Company also agreed to
issue to the placement agent (or its designees) warrants to purchase up to 508,696 shares of common stock (the “Placement
Agent Warrants”) as part of the compensation payable to it. The Placement Agent Warrants will be substantially on the same
terms as the Pre-Funded Warrants, except that the Placement Agent Warrants are not pre-funded, will have an exercise price of $1.4375
per share and will expire five years from the effective date of the Registered Offering.
The foregoing descriptions of the Purchase
Agreement, the Pre-Funded Warrants and the Placement Agent’s Warrants are not complete and are qualified in their entireties
by reference to the full text of the Purchase Agreement, the Pre-Funded Warrants and the Placement Agent’s Warrants, copies
of which are filed herewith as Exhibit 10.1, Exhibit 4.1, Exhibit 4.2, respectively, to this Current Report on Form 8-K and are
incorporated by reference herein. On March 11, 2020, the Company also issued a press release announcing the Registered Offering.
A copy of the press release is attached as Exhibit 99.1 hereto.
A copy of the legal opinion of Dorsey &
Whitney LLP relating to the Shares, the Pre-Funded Warrants, the Placement Agent Warrants and the shares of common stock underlying
the Pre-Funded Warrants and the Placement Agent Warrants is attached as Exhibit 5.1 hereto.
Item 9.01
Financial Statements and Exhibits.
(d)
The following exhibit is being filed herewith:
*In accordance with General Instruction B.2 of Form 8-K, the information
in the press release attached as Exhibit 99.1 hereto shall not be deemed to be “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in such filing.
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.
|
|
|
|
AYTU
BIOSCIENCE, INC.
|
|
|
|
|
|
|
|
Date:
|
March
12, 2020
|
|
By:
|
/s/
Joshua R. Disbrow
|
|
|
|
|
|
Joshua
R. Disbrow
|
|
|
|
|
|
Chief
Executive Officer
|
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): March 12, 2020
AYTU
BIOSCIENCE, INC.
(Exact name of registrant as specified in its charter)
|
Delaware
|
|
001-38247
|
|
47-0883144
|
(State
or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification No.)
|
373
Inverness Parkway, Suite 206
Englewood,
CO 80112
(Address
of principal executive offices, including Zip Code)
Registrant’s
telephone number, including area code: (720) 437-6580
N/A
(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 $0.0001 per share
|
|
AYTU
|
|
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
1.01 Entry into a Material Definitive Agreement.
On
March 12, 2020, Aytu BioScience, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase
Agreement”) with certain institutional investors (the “Purchasers”), pursuant to which the Company agreed to
sell and issue, in a registered direct offering, an aggregate of (i) 16,000,000 shares of the Company’s common stock (the
“Common Stock”) at a purchase price per share of $1.25 (the “Shares”) and (ii) warrants to purchase up
to 16,000,000 shares of Common Stock (the “Warrants”) at an exercise price of $1.25 per share, for aggregate gross
proceeds to the Company of $20.0 million, before deducting placement agent fees and other offering expenses payable by the Company
(the “Registered Offering”). The Warrants are exercisable immediately upon issuance and have a term of one year from
the issuance date. The Shares and Warrants are being offered by the Company pursuant to an effective shelf registration statement
on Form S-3, which was originally filed with the Securities and Exchange Commission (the “SEC”) on November 22, 2017,
as amended, and was declared effective on December 1, 2017 (File No. 333-221735) (the “Registration Statement”) and
a prospectus supplement thereunder. The Registered Offering closed on March 13, 2020.
Pursuant to a letter agreement dated as of
January 3, 2020, as amended, the Company engaged H.C. Wainwright & Co., LLC (“Wainwright”) to act as its exclusive
placement agent in connection with the Registered Offering. The Company has agreed to pay Wainwright 7.5% of the aggregate gross
proceeds in the Registered Offering, excluding the proceeds, if any, from the exercise of the Warrants. The Company also agreed
to pay Wainwright a management fee of 1.0% of the aggregate gross proceeds in the Registered Offering and to pay Wainwright certain
non-accountable expenses of $90,000 and a clearing fee of $12,900. In addition, the Company also agreed to issue to the placement
agent (or its designees) warrants to purchase up to 1,040,000 shares of common stock (the “Placement Agent Warrants”)
as part of the compensation payable to it. The Placement Agent Warrants will be substantially on the same terms as the Warrants,
except that the Placement Agent Warrants will have an exercise price of $1.5625 per share.
The
foregoing descriptions of the Purchase Agreement, the Warrants and the Placement Agent Warrants are not complete and are qualified
in their entireties by reference to the full text of the Purchase Agreement, the Warrants and the Placement Agent Warrants, copies
of which are filed herewith as Exhibit 10.1, Exhibit 4.1, Exhibit 4.2, respectively, to this Current Report on Form 8-K and are
incorporated by reference herein. On March 12, 2020, the Company also issued a press release announcing the Registered Offering.
A copy of the press release is attached as Exhibit 99.1 hereto.
A copy of the legal opinion of Dorsey &
Whitney LLP relating to the Shares, the Warrants, the Placement Agent Warrants and the shares of common stock underlying the Warrants
and the Placement Agent Warrants is attached as Exhibit 5.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d)
The following exhibit is being filed herewith:
|
*
|
In
accordance with General Instruction B.2 of Form 8-K, the information in the press release attached as Exhibit 99.1 hereto shall
not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
|
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.
|
|
|
|
AYTU
BIOSCIENCE, INC.
|
|
|
|
|
|
|
|
Date:
|
March
13, 2020
|
|
By:
|
/s/
Joshua R. Disbrow
|
|
|
|
|
|
Joshua
R. Disbrow
|
|
|
|
|
|
Chief
Executive Officer
|
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): March
13, 2020
AYTU BIOSCIENCE, INC.
(Exact name of registrant as specified in its
charter)
|
Delaware
|
|
001-38247
|
|
47-0883144
|
|
(State or other jurisdictionof incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer Identification No.)
|
373 Inverness Parkway, Suite 206
Englewood, CO 80112
(Address of principal executive offices, including
Zip Code)
Registrant’s telephone number, including
area code: (720) 437-6580
N/A
(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 $0.0001 per share
|
|
AYTU
|
|
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 8.01 Other Events
On March 13, 2020, Aytu BioScience, Inc. (the
“Company"), signed an Addendum to a distribution agreement previously signed March 9, 2020 (the “Addendum”)
for the right to commercialize a clinically validated and commercially used coronavirus 2019 (COVID-19) IgG/IgM Rapid Test. The
test has been licensed from L.B. Resources, Limited (a Hong Kong Corporation). The test is intended for professional use and delivers
clinical results between 2 and 10 minutes at the point-of-care. This Addendum grants Aytu the additional rights to distribute the
product in both Canada and Mexico for a period of three years, with additional three-year autorenewals thereafter. The Company
expects to pursue expedited regulatory clearance of the product with Health Canada and COFEPRIS (Comisión Federal para la
Protección contra Riesgos Sanitarios), the regulatory agencies in Canada and Mexico, respectively.
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.
|
|
AYTU BIOSCIENCE, INC.
|
|
|
|
|
|
Date: March 19, 2020
|
By:
|
/s/ Joshua R. Disbrow
|
|
|
|
Joshua R. Disbrow
|
|
|
|
Chief Executive Officer
|
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):
March 19, 2020
AYTU BIOSCIENCE, INC.
(Exact name of registrant as specified in its charter)
|
Delaware
|
|
001-38247
|
|
47-0883144
|
(State or other jurisdiction
of incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification No.)
|
373 Inverness Parkway, Suite 206
Englewood, CO 80112
(Address of principal executive offices,
including Zip Code)
Registrant’s telephone number, including
area code: (720) 437-6580
N/A
(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 $0.0001 per share
|
|
AYTU
|
|
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 1.01 Entry into a Material Definitive Agreement.
On March 19, 2020, Aytu BioScience, Inc.
(the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional
investors (the “Purchasers”), pursuant to which the Company agreed to sell and issue, in a registered direct offering,
an aggregate of (i) 12,539,197 shares of the Company’s common stock (the “Common Stock”) at a purchase price
per share of $1.595 (the “Shares”) and (ii) warrants to purchase up to 12,539,197 shares of Common Stock (the “Warrants”)
at an exercise price of $1.47 per share, for aggregate gross proceeds to the Company of $20.0 million, before deducting placement
agent fees and other offering expenses payable by the Company (the “Registered Offering”). The Warrants are exercisable
immediately upon issuance and have a term of one year from the issuance date. The Shares and Warrants are being offered by the
Company pursuant to an effective shelf registration statement on Form S-3, which was originally filed with the Securities and Exchange
Commission (the “SEC”) on November 22, 2017, as amended, and was declared effective on December 1, 2017 (File No. 333-221735)
(the “Registration Statement”) and a prospectus supplement thereunder. The Registered Offering is expected to close
on or about March 23, 2020, subject to satisfaction of customer closing conditions.
Pursuant to a letter agreement dated as
of January 3, 2020, as amended, the Company engaged H.C. Wainwright & Co., LLC (“Wainwright”) to act as its exclusive
placement agent in connection with the Registered Offering. The Company has agreed to pay Wainwright 7.5% of the aggregate gross
proceeds in the Registered Offering, excluding the proceeds, if any, from the exercise of the Warrants. The Company also agreed
to pay Wainwright a management fee of 1.0% of the aggregate gross proceeds in the Registered Offering and to pay Wainwright certain
non-accountable expenses of $90,000 and a clearing fee of $12,900. In addition, the Company also agreed to issue to the placement
agent (or its designees) warrants to purchase up to 815,047 shares of common stock (the “Placement Agent Warrants”)
as part of the compensation payable to it. The Placement Agent Warrants will be substantially on the same terms as the Warrants,
except that the Placement Agent Warrants will have an exercise price of $1.9938 per share.
The foregoing descriptions of the Purchase
Agreement, the Warrants and the Placement Agent Warrants are not complete and are qualified in their entireties by reference to
the full text of the Purchase Agreement, the Warrants and the Placement Agent Warrants, copies of which are filed herewith as Exhibit
10.1, Exhibit 4.1, Exhibit 4.2, respectively, to this Current Report on Form 8-K and are incorporated by reference herein. On March
19, 2020, the Company also issued a press release announcing the Registered Offering. A copy of the press release is attached as
Exhibit 99.1 hereto.
A copy of the legal opinion of Dorsey &
Whitney LLP relating to the Shares, the Warrants, the Placement Agent Warrants and the shares of common stock underlying the Warrants
and the Placement Agent Warrants is attached as Exhibit 5.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibit is being
filed herewith:
|
*
|
In accordance with General Instruction B.2 of Form 8-K, the information in the press release attached as Exhibit 99.1 hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
|
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.
|
|
|
|
AYTU BIOSCIENCE, INC.
|
|
|
|
|
|
|
|
Date:
|
March 20, 2020
|
|
By:
|
/s/ Joshua R. Disbrow
|
|
|
|
|
|
Joshua R. Disbrow
|
|
|
|
|
|
Chief Executive Officer
|
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): March
23, 2020
AYTU BIOSCIENCE, INC.
(Exact name of registrant as specified in its
charter)
|
Delaware
|
|
001-38247
|
|
47-0883144
|
|
(State or other jurisdictionof incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer Identification No.)
|
373 Inverness Parkway, Suite 206
Englewood, CO 80112
(Address of principal executive offices, including
Zip Code)
Registrant’s telephone number, including
area code: (720) 437-6580
N/A
(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 $0.0001 per share
|
|
AYTU
|
|
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 8.01 Other Events
On March 23, 2020, Aytu BioScience, Inc. (the
“Company"), reported that it has received confirmation from the U.S. Food and Drug Administration (FDA) that the company
may begin distribution of its Coronavirus Disease 2019 (“COVID-2019”) IgG/IgM Rapid Test throughout the United States.
The COVID-19 IgG/IgM Rapid Test is intended for professional use and delivers results between 2 and 10 minutes at the point-of-care.
In addition, the Company expects delivery of
its first shipment of 100,000 tests this week. The Company has been in discussions with healthcare distributors, healthcare institutions,
medical practices, and government agencies and is working quickly to begin distribution into the U.S. healthcare supply chain.
Item 9.01 Financial Statements and Exhibits.
(d)
The following exhibit is being filed herewith:
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.
|
|
AYTU BIOSCIENCE, INC.
|
|
|
|
|
|
Date: March 23, 2020
|
By:
|
/s/ Joshua R. Disbrow
|
|
|
|
Joshua R. Disbrow
|
|
|
|
Chief Executive Officer
|
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): March
24, 2020
AYTU BIOSCIENCE, INC.
(Exact name of registrant as specified in its
charter)
|
Delaware
|
|
001-38247
|
|
47-0883144
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification No.)
|
373 Inverness Parkway, Suite 206
Englewood, CO 80112
(Address of principal executive offices, including
Zip Code)
Registrant’s telephone number, including
area code: (720) 437-6580
N/A
(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 $0.0001 per share
|
|
AYTU
|
|
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 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing
On March 24, 2020, Aytu
BioScience, Inc. (the “Company”) received a letter from Nasdaq Regulation, a division of The Nasdaq Stock Market
LLC (the “Nasdaq”) notifying the Company that the Nasdaq has determined that the Company’s stock price
has traded above at least $1.00 for at least 10 consecutive business days since the previously announced February 19, 2020 notice,
and therefore, the Company has regained compliance with Nasdaq Listing Rule 5550(a)(2), commonly referred to as the Bid Price Rule.
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.
|
|
|
|
AYTU BIOSCIENCE, INC.
|
|
|
|
|
|
|
|
Date:
|
March 25, 2020
|
By:
|
/s/ Joshua R. Disbrow
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Joshua R. Disbrow
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Chief Executive Officer
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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): March
31, 2020
AYTU BIOSCIENCE, INC.
(Exact name of registrant as specified in its
charter)
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Delaware
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001-38247
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47-0883144
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(State or other jurisdictionof incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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373 Inverness Parkway, Suite 206
Englewood, CO 80112
(Address of principal executive offices, including
Zip Code)
Registrant’s telephone number, including
area code: (720) 437-6580
N/A
(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:
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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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Common Stock, par value $0.0001 per share
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AYTU
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The NASDAQ Stock Market LLC
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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 (§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 8.01 Other Events
On April 1, 2020, Aytu BioScience, Inc. (the “Company”)
a specialty pharmaceutical company focused on commercializing novel products that address significant patient needs announced today
that it has received its first Coronavirus Disease 2019 (“COVID-2019”) IgG/IgM Rapid Test shipment containing 100,000
tests from the manufacturer on March 31, 2020. The Company is now in the process of relabeling the test kits to comply with Food
and Drug Administration (FDA) requirements relating to labeling of COVID-19 serology test kits and expects to begin filling current
backorders and additional incoming orders shortly thereafter.
Additionally, the Company announced that it expects to receive another
500,000 rapid tests from the manufacturer in the next two to three weeks in order to fulfill additional customer orders.