Current Report Filing (8-k)
September 23 2020 - 8:11AM
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 EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
September 23, 2020
BioVie Inc.
(Exact Name of Registrant
as Specified in Its Charter)
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Nevada
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000-55292
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46-2510769
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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2120 Colorado Avenue, #230
Santa Monica, California
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90404
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(Address of Principal Executive Offices)
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(Zip Code)
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(310) 444-4300
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(Registrant’s Telephone Number, Including Area Code)
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11601 Wilshire Blvd Suite 1100
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Los Angeles, CA 90025
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(Former Name or Former Address, if Changed Since
Last Report)
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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Class A Common Stock, par value $0.0001 per share
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BIVI
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The NASDAQ Stock Market, LLC
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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))
Indicate by check mark whether the registrant
is an emerging growth company as defined in 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 3.02
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Unregistered Sales of Equity Securities.
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On September 23, 2020, BioVie Inc., a Nevada corporation (the “Company”),
issued a press release announcing that it had closed a registered public offering (the “Offering”) of its Class A common
stock, par value $0.0001 per share (the “Common Stock”), resulting in gross proceeds to the Company of $18.0 million,
of which approximately $1.8 million was used to satisfy all amounts owing in respect of a 10% OID Convertible Delayed Draw Debenture
(the “Debenture”) due September 24, 2020 held by the Company’s controlling stockholder, Acuitas Group Holdings,
LLC (“Acuitas”). A copy of that press release is attached as Exhibit 99.1 to this Current Report and incorporated by
reference into this Item 3.02.
Concurrently with the closing of the Offering and repayment of the
Debenture, the Company issued an aggregate of 6,909,582 shares of Common Stock to Acuitas, representing (i) shares issuable pursuant
to Acuitas’ rights under the Purchase Agreement dated July 3, 2018 with the Company resulting from a 50% adjustment of the
purchase price applicable to its initial investment in the Company and the exercise price of the warrants received in such transaction
and the price per share should it exercise certain rights to purchase additional securities in the event of certain reductions
in the useful life of the Company’s intellectual property rights, and (ii) the automatic exercise of warrants issued to Acuitas
in connection with the Debenture financing at the par value of the Common Stock.
Item 9.01
Financial Statements and Exhibits
(a)
Exhibits
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.
Dated: September 23, 2020
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BIOVIE INC.
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By: /s/ Joanne Wendy Kim
Name: Joanne Wendy Kim
Title: Chief Financial Officer
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