Current Report Filing (8-k)

Date : 08/06/2019 @ 9:57PM
Source : Edgar (US Regulatory)
Stock : Lexaria Bioscience Corp. (QX) (LXRP)
Quote : 0.7432  0.0132 (1.81%) @ 5:25PM

Current Report Filing (8-k)

 

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)  August 1, 2019  

 

 LEXARIA BIOSCIENCE CORP.

(Exact name of registrant as specified in its charter)


Nevada

 

000-52138

 

20-2000871

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

  

100 – 740 McCurdy Road, Kelowna, BC Canada

 

V1X 2P7

(Address of principal executive offices)

 

(Zip Code)

 

 Registrant’s telephone number, including area code  (250) 765-6424  

 

  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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

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 August 1, 2019 (the “Effective Date”) Lexaria Bioscience Corp. (“Lexaria”) retained Integra Consulting Group LLC (“Integra”), an arm’s length entity, to provide investor relations services in compliance with regulatory guidelines. Integra is a California-based firm that provides a variety of services, including capital market services and investor relations services. The engagement of Integra will be for an initial term of six months (the “Initial Term”) which is automatically renewed for an additional six month term ending on July 31, 2020, unless terminated earlier by either party. It is anticipated that Integra will assist Lexaria with developing its US capital markets strategy and with communicating information and maintaining public awareness of Lexaria to shareholders, broker-dealers and the financial community. Lexaria will compensate Integra US$12,500 monthly for the provision of its services and will issue Integra 150,000 voting common shares in the authorized share capital of Lexaria within ten business days of the Effective Date at a deemed price of US$0.69 and, provided that Lexaria does not terminate the engagement of Integra, subsequent to the completion of the Initial Term, Lexaria shall issue Integra a further 180,000 voting common shares of its authorized share capital at a deemed price per share equal in value to the fair market price of Lexaria’s securities on the day prior to the date of issuance.

 

All shares issued by Lexaria shall bear a six month hold period and shall also contain the restrictive US legends as prescribed by US securities laws.

 

Lexaria also has summarized its current active licenses as follows:

 

Year to date 2019, Lexaria has announced:

 

 

· 1 new license agreement with *Altria Ventures Inc., an indirect wholly-owned subsidiary of Altria Group Inc. for oral nicotine products ( note 1 );

 

 

 

 

· 1 new CBD/hemp license to Nuka for beverages across the US;

 

 

 

 

· 2 new world-wide beverage licenses to Hill Street Beverages (except Mexico);

 

 

 

 

· 2 new Joint Manufacturing Production licenses with Hill Street Beverages for new jointly owned cannabis and CBD brands;

 

 

 

 

· 3 new licenses with others for CBD beverages and edible CBD ingredient/products across America.

 

 

 

 

· 1 new license for cannabis beverages in California;

 

 

 

 

· 1 new multi-state cannabis expansion license with Nuka Enterprises LLC (“Nuka”) for its 1906 Brands for 5 states total, and 2 new product categories

 

Lexaria now has 9 corporate licensees who are developing innovative beverages, edibles and oral products with their 11 licenses using the Company’s fully patented DehydraTECH absorption technology:

 

Company

Substance

 

Territory

Term

Category

Estimated

Operations

Launch

Altria Ventures Inc.

Nicotine

USA

 

Indefinite

Oral Products

TBD

Nukas’

1906-Brands

CBD/Hemp

USA

10-Year

Beverages

Q2/2020

Unamed

CBD/Hemp

USA

5-Year

Beverages

Q4/2019

Universal Hemp

CBD/Hemp

USA and Canada

5-Year

Dry food ingredients

Q1/2020

Nic’s Beverages

CBD/Hemp

USA

5-Year

Beverages

Q4/2019

Hill Street Beverage

CBD/Hemp

Global except Mexico

10-Year

Beverages

Q2/2000

Hill Street and Lexaria JV

CBD/Hemp

Global except Mexico

10-Year

Multiple

Q2/2020

Cannfections

Cannabis

Canada

7-Year

Chocolates and Candies

Q2/2020

Nuka’s 1906-Brands

Cannabis

OH, IL, MA, CO, MI

10-Year

Candies, Chocolates, Beverages

Q4/2019

Unamed

Cannabis

California

5-Year

Beverages

Q4/2019

Hill Street Beverages

Cannabis

Global except Mexico

10-Year

Beverages

Q1/2020

Hill Street and Lexaria Joint Venture

Cannabis

Global

Except Mexico

10-Year

Multiple

Q2/2020

 

Lexaria credits its recent commercial success mainly to its ever-growing body of scientific results evidencing the superior capabilities and power of its patented technologies. Recent 2019 technological advancements are the result of one of the industry’s most focused and productive R&D programs and hold promise for even higher levels of performance from new DehydraTECH innovations with even faster drug delivery into blood plasma and across the blood-brain-barrier.

 

In one recent animal study, as earlier announced, Lexaria’s latest patent-pending formulations delivered more than 1,900% more CBD into brain tissue than generic industry formulations and achieved peak blood levels more than 800% greater than those of concentration matched controls. In that same animal study, detection of CBD in the bloodstream began in as little as 2 minutes after dosing and peaked in as little as 45 minutes after dosing providing additional support that DehydraTECH enables rapid onset and offset in line with consumer preferences.

 

*Note 1: The license with Altria Ventures Inc is with Lexaria Nicotine LLC, a separate business division of Lexaria Bioscience Corp.

 

 
2
 
 

 

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.

 

LEXARIA BIOSCIENCE CORP.

 

 

 

/s/ Chris Bunka

 

Chris Bunka

 

CEO, Principal Executive Officer

 

 

 

Date: August 6, 2019

 

 

 

3

 

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