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EX-99 - EX-99 - Nuwellis, Inc.a12-5251_1ex99.htm

 

 

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

 

February 14, 2012

Date of report (Date of earliest event reported)

 

SUNSHINE HEART, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

 

001-35312

 

68-0533453

(State of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

12988 Valley View Road
Eden Prairie, Minnesota

 

55344

(Address of Principal Executive Offices)

 

(Zip Code)

 

(952) 345-4200

(Registrant’s Telephone Number, Including Area Code)

 

Not Applicable

(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 (see General Instruction A.2. below):

 

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))

 

 

 



 

Item 7.01.              Regulation FD Disclosure

 

On February 16, 2012 we issued a press release announcing that our application to list shares of our common stock on the NASDAQ Capital Market has been approved by NASDAQ and our related Registration Statement on Form 10 filed with the U.S. Securities Exchange Commission has been declared effective.  The SEC declared the Form 10 effective as of 5:00 p.m. Eastern Standard Time on February 14, 2012, and shares of our common stock can be traded on the NASDAQ Capital Market beginning on February 16, 2012.  In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in that filing.

 

Item 9.01.             Financial Statements and Exhibits

 

(d)           Exhibits

 

99            Press Release dated February 16, 2012

 

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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.

 

 

SUNSHINE HEART, INC.

 

 

 

 

Date: February 16, 2012

By:

/s/ Jeffrey Mathiesen

 

 

Jeffrey Mathiesen

 

 

Chief Financial Officer

 

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EXHIBIT INDEX

 

No.

 

Description

 

Manner of Filing

99

 

Press Release dated February 16, 2012

 

Filed Electronically

 

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