Registration of Securities of Successor Issuers (8-k12g3)
March 21 2018 - 8:26AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16
OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March, 2018
_______________
Commission
File Number: 001-36582
Auris Medical NewCo Holding AG
(Exact name of registrant as specified
in its charter)
Bahnhofstrasse 21
6300 Zug, Switzerland
(Address
of principal executive office)
Indicate
by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
EXPLANATORY
NOTE
This Form
6-K is furnished by Auris Medical NewCo Holding AG (“Auris NewCo”) to the U.S. Securities and Exchange Commission
(the “SEC”) as notice that Auris NewCo is the successor issuer to Auris Medical Holding AG (“Old Auris”)
under Rule 12g-3(a) under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), and that Auris NewCo's common shares, par value CHF 0.02 per share, are deemed registered under Section 12(b) of the Exchange Act.
On March
13, 2018, Old Auris merged with and into Auris NewCo (the “Merger”), pursuant to the terms of the merger agreement
dated as of February 9, 2018, between Old Auris and Auris NewCo (the “Merger Agreement”). With the Merger, the separate
corporate existence of Old Auris ceased, and Auris NewCo continued as the surviving company.
Pursuant
to the terms of the Merger Agreement, as part of the consummation of the Merger, Auris NewCo assumed the name Auris Medical Holding
AG. As a result, future filings with the SEC will be made under the name Auris Medical Holding AG.
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, thereunto duly authorized.
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Auris Medical NewCo Holding AG
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By:
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/s/ Hernan Levett
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Name:
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Hernan Levett
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Title:
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Chief Financial Officer
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Date:
March 13, 2018
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