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EX-99.1 - EXHIBIT 99.1 - Bionik Laboratories Corp.tv481344_ex99-1.htm




Washington, DC 20549





to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of report (Date of earliest event reported): December 21, 2017


Bionik Laboratories Corp.


(Exact Name of Registrant as Specified in Its Charter)


Delaware   000-54717   27-1340346
(State or Other Jurisdiction of
Incorporation or Organization)
File Number)
  (IRS Employer
Identification No.)


483 Bay Street, N105

Toronto, ON



M5G 2C9

(Address of Principal Executive Offices)   (Zip Code)


Registrant’s Telephone Number, Including Area Code: (416) 640-7887



(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):


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

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

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

¨   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 8.01Other Events.


The FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260) Distinguishing Liabilities From Equity (Topic 480) Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments With Down Round Features II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests With a Scope Exception, allows a financial instrument with a down-round feature to no longer automatically be classified as a liability solely based on the existence of the down-round provision. The update also means the instrument would not have to be accounted for as a derivative and be subject to an updated fair value measurement each reporting period.


On consideration of the above factors, Bionik Laboratories Corp. (the “Company”) elected to early adopt ASU 2017-11 on July 1, 2017. The early adoption allows the Company to reduce the cost and complexity of updating the fair value measurement each reporting period and eliminate the unnecessary volatility in reported earnings created by the revaluation when the Company’s shares’ value changes. The Company presented the change in accounting policy through the retrospective application of the new accounting principle to all prior periods, as described in ASU No. 250-10-45-5, Accounting Changes and Error Corrections.


On December 21, 2017, the Company filed a Registration Statement on Form S-1 which contained audited retrospectively revised consolidated financial statements for the years ended March 31, 2017 and 2016 (the “Financial Statements”), reflecting the early adoptions of ASU No. 2017-11. This Current Report on Form 8-K is being filed to provide the Financial Statements, which are included as Exhibit 99.1 to this Current Report on Form 8-K, as well as the Financial Statements in XBRL format, which are included as exhibits to this Current Report on Form 8-K.



Item 9.01Financial Statements and Exhibits


Exhibit   Description
99.1   Audited retrospectively revised consolidated financial statements for the years ended March 31, 2017 and 2016.
101.INS   XBRL Instance Document
101.SCH   XBRL Taxonomy Extension Schema Document
101.CAL   XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF   XBRL Taxonomy Extension Definition Linkbase Document
101.LAB   XBRL Taxonomy Extension Label Linkbase Document
101.PRE   XBRL Taxonomy Extension Presentation Linkbase Document







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 thereunto duly authorized.


Date: December 21, 2017


  By: /s/ Leslie Markow  
  Name: Leslie Markow  
  Title: Chief Financial Officer