Amended Current Report Filing (8-k/a)
April 20 2021 - 5:19PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
8-K/A
(Amendment
No. 2)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): June 5, 2020
THERALINK
TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
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Nevada
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000-52218
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20-2590810
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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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15000
W. 6th Ave., #400
Golden,
CO 80401
(Address
of principal executive offices)
(888)
585-4923
(Registrant’s
telephone number, including area code)
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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[ ]
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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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Securities
registered pursuant to Section 12(b) of the Act: None
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 [X]
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. [ ]
Explanatory
Note
This
Current Report on Form 8-K/A (this “Second Amendment”)
is being filed by Theralink Technologies, Inc., a Nevada corporation (formerly known as OncBioMune Pharmaceuticals, Inc.) (the “Company”),
to amend its Current Report on Form 8-K (the “Original 8-K”) filed with the
Securities and Exchange Commission (the “SEC”) on June 11, 2020, as amended by the Current Report on Form 8-K/A (the “First
Amendment” and, together with the Original 8-K, the “Prior 8-K”) filed with the SEC on August 19, 2020, in connection
with the consummation on June 5, 2020 of the transactions contemplated by that certain Asset Purchase Agreement dated May 12, 2020 (the
“Asset Purchase Agreement”), between the Company and Avant Diagnostics, Inc. (“Avant”). At the closing, the Company
acquired substantially all of the assets of Avant and assumed certain of its liabilities (the “Asset Sale Transaction”).
The
Company is filing this Second Amendment solely to amend, restate and supersede in its entirety: (i) the historical audited financial
statements of Avant as of and for the years ended September 30, 2019 and 2018, and the unaudited condensed consolidated financial statements
as of March 31, 2020 and for the three and six month periods ended March 31, 2020 and 2019, referred to in Item 9.01(a) below; and (ii)
the unaudited pro forma condensed combined financial statements as of and for the three month period ended March 31, 2020 and for the
year ended December 31, 2019, referred to in Item 9.01(b) below. Except for the foregoing, this Second Amendment does not modify or update
any other disclosure contained in the Prior 8-K. Such financial information was excluded from the Original 8-K in reliance on the instructions
to such items and first included by the filing of the First Amendment.
Item
9.01 Financial Statements and Exhibits
(a)
Financial Statements of Business Acquired
The
audited restated financial statements of Avant as of and for the years ended September 30, 2019 and 2018, and the unaudited condensed
consolidated restated financial statements as of March 31, 2020 and for the three and six month periods ended March 31, 2020 and 2019,
are filed herewith as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.
(b)
Pro Forma Financial Information.
The
unaudited pro forma condensed financial statements of the Company and condensed restated financial statements of Avant as of and for
the three-month period ended March 31, 2020 and for the year ended December 31, 2019, filed herewith and attached hereto as Exhibit 99.3,
are incorporated herein by reference.
(d)
Exhibits
Below
is a list of exhibits included with this Current Report on Form 8-K.
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.
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THERALINK
TECHNOLOGIES, INC.
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By:
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/s/
Thomas Chilcott
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Name:
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Thomas
Chilcott
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Title:
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Chief
Financial Officer
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Date:
April 20, 2021
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