UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): November 19, 2019
VENUS CONCEPT INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-38238 | 06-1681204 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
235 Yorkland Blvd, Suite 900
Toronto, Ontario M2J 4Y8
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code (877)848-8430
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common Stock, $0.0001 par value per share | VERO | The Nasdaq Global Market |
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 Rule12b-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 2.02. Results of Operations and Financial Condition.
On November 19, 2019, Venus Concept Inc. (the “Company”) issued a press release announcing the receipt of Health Canada authorization to market Venus Bliss in Canada and the limited commercial launch of the device in the fourth quarter of 2019 and updating its total debt after giving effect to the recent merger and related transactions. A copy of the press release is attached as Exhibit 99.1 to this Current Report onForm 8-K.
In accordance with General Instruction B.2 of Form8-K, the information in this Item 2.02 and Exhibits 99.1 of this Current Report on Form8-K is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. Furthermore, such information, including Exhibit 99.1 attached hereto, shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly stated by specific reference in such a filing.
Item 8.01. Other Information.
On November 19, 2019, Company issued a press release announcing the receipt of Health Canada authorization to market Venus Bliss in Canada and the limited commercial launch of the device in the fourth quarter of 2019 and updating its total debt after giving effect to the recent merger and related transactions. A copy of the press release is attached as Exhibit 99.1 to this Current Report onForm 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed herewith.
Exhibit | Description | |
99.1 | Press release dated November 19, 2019. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
VENUS CONCEPT INC. | ||||||
Date: November 19, 2019 | By: | /s/ Domenic Della Penna | ||||
Domenic Della Penna | ||||||
Chief Financial Officer |