Current Report Filing (8-k)
December 10 2020 - 4:09PM
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): December 9, 2020
ALR TECHNOLOGIES
INC.
(Exact Name
of Registrant as Specified in Charter)
Nevada
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000-30414
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88-0225807
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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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708-7400
Beaufont Springs Drive, Suite 300, Richmond, Virginia 23225
(Address
of Principal Executive Offices) (Zip Code)
(804)
554-3500
Registrant’s
telephone number, including area code
(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:
[ ]
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Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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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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 Shares
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ALRT
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OTC US
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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. ☐
Modification
of Rights Offering Record Date and Expiration Date
On December
4, 2020 ALR Technologies Inc. (“we”, “us”, “our”, and the “Company”) filed a prospectus
dated December 4, 2020 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1, as amended
(Registration No. 333-249835). Pursuant to the Prospectus, we are distributing, at no charge to our stockholders, non-transferable
subscription rights to purchase up to an aggregate of 127,522,227 shares of our common stock, $0.001 par value per share. On December
9, 2020, the Company modified the record date and the expiration date of the rights offering to December 11, 2020 and January
8, 2021, respectively, in order to accommodate administrative requirements. Therefore, in the rights offering, each shareholders
of record as of 5:00 p.m. Eastern Time, December 11, 2020 (the “Record Date”), will receive one (1) non-transferable
subscription right (a “Subscription Right”) for each share of common stock held by them on the Record Date. Each Subscription
Right entitles the holder to purchase one share of Common Stock at a subscription price of $0.05 per share. Any Subscription Rights
that are not exercised prior to 5:00 p.m., Eastern Time, on the January 8. 2021 (the “Expiration Date”) will expire,
have no value and cease to be exercisable for shares of Common Stock.
Rights
Offering Documents
The Company
has incorporated into this Current Report on Form 8-K (as exhibits 99.1 through 99.8) the supporting documents accompanying the
Prospectus which will be distributed (as applicable) to the registered and beneficial holders of record on the Record Date.
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ITEM
9.01
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FINANCIAL
STATEMENTS AND EXHIBITS
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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: December
10, 2020
ALR TECHNOLOGIES,
INC.
/s/
Sidney Chan
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Sidney Chan
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Chief Executive Officer
and
Chairman
of the Board of Directors
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