Current Report Filing (8-k)
June 05 2018 - 11:51AM
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)
May 31, 2018
Wize Pharma, Inc.
(Exact Name of Registrant as Specified in
its Charter)
Delaware
|
|
000-52545
|
|
88-0445167
|
(State or Other Jurisdiction
of Incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification No.)
|
24 Hanagar Street, Hod Hasharon, Israel
|
|
4527708
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Registrant’s telephone number, including
area code:
+(972) 72-260-0536
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
|
|
|
|
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
|
|
|
|
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
|
|
|
|
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
|
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
May 31, 2018, Wize Pharma Ltd. (“Wize Israel”), the wholly owned subsidiary of Wize Pharma, Inc. (the “Company”),
entered into an exclusive distribution agreement (the “Exclusive Distribution Agreement”) with HPGC Medical Co., Ltd.
(“HPGC”) pursuant to which Wize Israel has granted to HPGC the exclusive right to sell and distribute LO2A Lacrycon
®
formula products (manufactured by Pharma Stulln GmbH) in the mainland of China (excluding Hong Kong, Macau and Taiwan) subject
to certain terms and conditions.
Pursuant
to the Exclusive Distribution Agreement, HPGC will be responsible for all necessary regulatory approvals, registration procedures,
licenses, permits and authorizations required for the marketing, importation, sale and service of LO2A in China. Wize Israel will
assist HPGC in completing clinical trials, if such needed.
HPGC
has the option of designating certain affiliates, dealers, distributors, medical institutions and other parties (the “Designated
Entities”), however HPGC will remain fully liable for the activities or omissions of any such Designated Entities.
Wize
Israel is required, among others, to (i) utilize best efforts to obtain certain approvals with respect to Sjögren’s
syndrome, dry eye syndrome and Conjunctivochalasis, (ii) obtain a valid patent registration for the Uni-dose Products and the Multi-dose
Products with respect to certain indications and (iii) obtain certain marketing approvals in Hungary, among other things. The Exclusive
Distribution Agreement includes certain product pricing terms and minimum binding order quantities.
The
Exclusive Distribution Agreement has an initial term of five years and, thereafter, automatically renews for additional terms of
five years each, subject to full compliance with the terms of the Exclusive Distribution Agreement.
The
foregoing description of the Exclusive Distribution Agreement in this Form 8-K does not purport to be complete and is subject to
and qualified by reference to the full Exclusive Distribution Agreement which is attached as Exhibit 10.1 to this Form 8-K.
On June 5, 2018, the
Company issued a press release regarding the Exclusive Distribution Agreement. A copy of the press release is attached as Exhibit 99.1
hereto and incorporated herein by reference.
|
Item
9.01.
|
Financial
Statement and Exhibits.
|
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
|
Wize Pharma, Inc.
|
|
|
|
Date: June 5, 2018
|
By:
|
/s/ Or Eisenberg
|
|
Name:
|
Or Eisenberg
|
|
Title:
|
Acting Chief Executive Officer,
Chief Financial Officer, Treasurer and Secretary
|