Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE - ENDRA Life Sciences Inc. | ndra_ex991.htm |
| EX-10.1 - AMENDMENT 4 TO COLLABORATIVE RESEARCH AGREEMENT - ENDRA Life Sciences Inc. | ndra_ex101.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of
1934
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Date of
Report (Date of earliest event reported)
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December
16, 2020
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ENDRA Life Sciences Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-37969
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26-0579295
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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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3600
Green Court, Suite 350 Ann Arbor, MI
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48105
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code
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(734)
335-0468
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(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))
Securities
registered pursuant to Section 12(b) of the Act:
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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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Common
stock, par value $0.0001 per share
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NDRA
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The
Nasdaq Stock Market LLC
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Warrants,
each to purchase one share of Common Stock
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NDRAW
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The
Nasdaq Stock Market LLC
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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 (§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
1.01
Entry
into a Material Definitive Agreement.
On
December 16, 2020, ENDRA Life Sciences Inc. (the
“Company”) entered into Amendment 4 (the
“Amendment”) to that certain Collaborative Research
Agreement between the Company and General Electric Company
(“GE”), dated as of April 22, 2016, as amended by that
certain Amendment 1 to Collaborative Research Agreement, dated
April 21, 2017, that certain Amendment 2 to Collaborative Research
Agreement, dated January 30, 2018, and that certain Amendment 3 to
Collaborative Research Agreement, dated January 13, 2020 (the
“Agreement”). The Amendment extends the term of the
Agreement to December 16, 2022.
A copy
of the Amendment is filed as Exhibit 10.1 to this Current Report on
Form 8-K. The foregoing description is not complete and is
qualified in its entirety by reference to the full text of the
Amendment, which is incorporated herein by reference. In the event
of any conflict between this summary and the full text of the
Amendment, the text of the Amendment shall control.
Item
7.01
Regulation
FD Disclosure
On
December 21, 2020, the Company issued a press release announcing
its entry into the Amendment. The press release incorrectly
described the two-year extension as ending on December 16, 2023,
rather than December 16, 2022. A copy of the press release is being
furnished as Exhibit 99.1 to this Current Report on Form
8-K.
The
information furnished in Item 7.01 of this Current Report on
Form 8-K, including Exhibit 99.1 attached hereto, shall
not be deemed “filed” for purposes of Section 18
of the Securities Exchange Act of 1934 (the “Exchange
Act”) or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference into any
filing under the Securities Act of 1933 or the Exchange Act, except
as expressly set forth by specific reference in such
filing.
Item
9.01
Financial
Statements and Exhibits.
(d)
Exhibits
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Exhibit No.
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Description
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Amendment
4 to Collaborative Research Agreement, dated December 16, 2020, by
and between the Company and General Electric Company.
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Press
Release dated December 21, 2020 issued by the Company, furnished
herewith.
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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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ENDRA Life Sciences Inc.
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December
21, 2020
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By:
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/s/
Francois Michelon
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Name:
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Francois
Michelon
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Title:
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President
and Chief Executive Officer
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