Current Report Filing (8-k)
January 22 2021 - 8:56AM
Edgar (US Regulatory)
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2021-01-20
2021-01-21
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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): January 22, 2021
POLARITYTE,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-32404
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06-1529524
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(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
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1960
S. 4250 West, Salt Lake City, UT 84104
(Address
of principal executive offices and zip code)
Registrant’s
telephone number, including area code: (800) 560-3983
n/a
(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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol
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Name
of each exchange on which registered
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Common
Stock, Par Value $0.001
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PTE
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Nasdaq
Capital Market
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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. ☐
Item
7.01. Regulation FD Disclosure.
On
January 22, 2021, PolarityTE, Inc. (the “Company”) issued a press release announcing the agreement by an accredited
investor to exercise certain warrants to purchase up to an aggregate of 10,688,043 shares of common stock having an exercise price
of $0.624 issued by the company in December 2020. In consideration for the immediate exercise of the warrants for cash, the company
agreed to sell to the exercising holder an additional warrant pursuant to the registration statement. The new warrant will be
exercisable into an aggregate of up to 8,016,033 shares of common stock at an exercise price of $1.20 per share and a term of
exercise equal to five years. The purchase price of the additional warrant will be $1,002,004, or $0.125 per warrant share. A
copy of the press release is attached as Exhibit 99.1 to this report.
Pursuant
to a letter agreement, dated November 6, 2020, as amended on December 16, 2020, the Company engaged H.C. Wainwright &
Co., LLC (the “Placement Agent”) as placement agent in connection with the transaction. As compensation for
acting in such capacity, the Company has agreed to pay the Placement Agent a cash fee of 7.0% of the aggregate gross proceeds
raised in the sale of the new warrant, a cash fee upon exercise of the new warrant equal to 7% of the aggregate exercise
price of the new warrant if and when exercised by the holder, and to issue to the Placement Agent or its designees warrants
(the “Placement Agent Warrants”) to purchase up to 6.0% of the aggregate number of shares of the Company’s
common stock underlying the new warrants (or warrants to purchase up to an aggregate 480,962 shares of common stock). The
Placement Agent Warrants have substantially the same terms as the new warrants. The issuance of the Placement Agent Warrants
is expected to occur simultaneously with the closing of the sale of the new warrants.
Item
9.01. Financial Statements and Exhibits
(d)
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.
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POLARITYTE,
INC.
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Dated:
January 22, 2021
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/s/
Jacob Patterson
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Jacob
Patterson
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Interim
Chief Financial Officer
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