Current Report Filing (8-k)
July 17 2020 - 05:25PM
Edgar (US Regulatory)
0001549084
false
0001549084
2020-07-17
2020-07-17
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
July 17, 2020
Ekso Bionics Holdings, Inc.
(Exact Name of Registrant as specified in
its charter)
Nevada
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001-37854
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99-0367049
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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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1414 Harbour Way South, Suite 1201
Richmond, California 94804
(Address of principal executive offices,
including zip code)
(510) 984-1761
(Registrant’s telephone number, including
area code)
Not Applicable
(Registrant’s 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
(see General Instruction A.2. below):
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Written communications 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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Common Stock, $0.001 par value per share
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EKSO
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Nasdaq Capital Market
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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. ¨
As previously disclosed, on January 30,
2019, Ekso Bionics Holdings, Inc. (the “Company”) and its wholly-owned subsidiary, Ekso Bionics, Inc. (“Ekso
US”), entered into an agreement with Zhejiang Youchuang Venture Capital Investment Co., Ltd and another partner (collectively,
the “JV Partners”), as amended by the Amendment to the Joint Venture Agreement, dated April 30, 2019 (as amended,
the “JV Agreement”) to establish Exoskeleton Intelligent Robotics Co. Limited (the “China JV”), a Chinese
limited liability company designed to develop and serve the exoskeleton market in China and other Asian markets and to create a
global exoskeleton manufacturing center in the Zhejiang Province of China. In connection with the China JV, parties designated
by the JV Partners purchased an aggregate of 204,499 shares of the Company’s common stock at a price per share equal to $24.45,
for aggregate proceeds to the Company of $5.0 million.
Following U.S. government inquiries regarding
the China JV, the Company and the JV Partners formally submitted a joint voluntary notice to Committee on Foreign Investment in
the United States (“CFIUS”) in December 2019 to review the transaction. CFIUS subsequently inquired about the
Company’s legacy work for the U.S. government as well as technology transfers and other aspects of the China JV and, in February 2020,
imposed interim measures to mitigate identified concerns pending completion of its investigation. These measures temporarily suspended
the Company’s contributions to the China JV and other integration activities for the China JV.
On May 20, 2020, the Company reported
that it had received notice from CFIUS in connection with its review of the transaction that CFIUS’s prior national security
concerns regarding the China JV could not be mitigated.
In connection with such determination, on
July 13, 2020, the Company and the JV Partners entered into a National Security Agreement (“NSA”), which, among other
things, requires the termination of the Company’s agreements and role with the China JV. The Company intends to work cooperatively
with the JV Partners and CFIUS to implement the terms of the NSA.
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
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EKSO BIONICS HOLDINGS, INC.
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By:
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/s/ John Glenn
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Name:
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John Glenn
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Title:
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Chief Financial Officer
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Dated: July 17, 2020
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