Current Report Filing (8-k)
December 31 2020 - 09:17AM
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 and Exchange Act of 1934
Date
of Report (Date of earliest event reported): December 30, 2020
PRESSURE
BIOSCIENCES, INC.
(Exact
name of Registrant as specified in its charter)
Massachusetts
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001-38185
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04-2652826
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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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14
Norfolk Avenue
South
Easton, MA 02375
(Address
of principal executive offices, including zip code)
(508)
230-1828
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under
any of the following provisions:
[ ]
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Written
communication 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(s)
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Name
of each exchange on which registered
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N/A
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N/A
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N/A
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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 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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.
As
previously disclosed, on April 29, 2020, Pressure BioSciences, Inc. (the “Company”) entered into a binding letter
of intent to merge with Cannaworx, Inc. (the “Binding LOI”). The Binding LOI, as later amended, had a December 31,
2020 deadline for the (i) negotiation of definitive documentation regarding the merger transaction and (ii) exclusivity period
with regard to each of the Company and Cannaworx, Inc. (“CWX”) being prohibited from negotiating a controlling interest
transaction with any third party.
On
December 30, 2020, the Company and CWX entered into the Fourth
Amendment to the Binding LOI (the “Fourth Amendment”). Pursuant to the Fourth Amendment, the parties extended the
December 31, 2020 deadline to January 31, 2021, on a non-exclusive basis.
The
foregoing description of the Fourth Amendment does not purport to be complete and is qualified in its entirety by its full text,
which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
SIGNATURE
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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PRESSURE
BIOSCIENCES, INC.
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Date:
December 31, 2020
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By:
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/s/
Richard T. Schumacher
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Richard
T. Schumacher
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President
and Chief Executive Officer
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Pressure Biosciences (QB) (USOTC:PBIO)
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