Current Report Filing (8-k)
2023年2月23日 - 6:34AM
Edgar (US Regulatory)
0001690080
false
0001690080
2023-02-22
2023-02-22
0001690080
ATNF:CommonStockParValue0.0001PerShareMember
2023-02-22
2023-02-22
0001690080
ATNF:WarrantsToPurchaseSharesOfCommonStockMember
2023-02-22
2023-02-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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 EXCHANGE ACT
OF 1934
Date of Report (Date of earliest
event reported): February 22, 2023
180 LIFE SCIENCES CORP.
(Exact Name of Registrant
as Specified in Charter)
Delaware |
|
001-38105 |
|
90-1890354 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
3000
El Camino Real, Bldg. 4, Suite
200
Palo Alto, CA |
|
94306 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone
number, including area code: (650) 507-0669
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:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on
which registered |
Common Stock, par value $0.0001 per share |
|
ATNF |
|
The NASDAQ Stock Market LLC |
Warrants to purchase shares of Common Stock |
|
ATNFW |
|
The NASDAQ Stock Market LLC |
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 7.01. Regulation FD Disclosure
As previously
disclosed, beginning on February 16, 2023, 180 Life Sciences Corp. (the “Company”), began making presentations to potential
institutional and other investors as part of ordinary course, non-deal “road shows”. On February 16, 2023, the Company
furnished a copy of a presentation pursuant to a Current Report on Form 8-K, which it planned to use during such presentations.
Subsequent
thereto, the Company became aware of the matters discussed in Item 8.01 below and the press release incorporated therein, and the
Company has updated its prior presentation, which provides an overview of its business, to reflect such recent events.
A copy
of the updated presentation materials are furnished herewith as Exhibit 99.1, and have also been posted to the Company’s
website at https://ir.180lifesciences.com/company-information/presentations, although the Company reserves the right to discontinue that
availability at any time.
The information
in Item 7.01 of this Form 8-K and Exhibit 99.1 attached hereto, shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject
to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. The furnishing of this Report is not
intended to constitute a determination by the Company that the information is material or that the dissemination of the information is
required by Regulation FD.
Item 8.01 Other Events.
On February 22, 2023, the Company
filed a press release providing an update on the Company’s anti-TNF frozen shoulder trial, including that recruitment of such trial
has been closed by the United Kingdom National Institute of Health Research (NIHR), with only nine participants, versus the 84 which were
originally sought.
A copy of the press release is
included herewith as Exhibit 99.2 and the information in the press release is incorporated by reference into this Item
8.01.
Item 9.01. Financial Statements and Exhibits
(d)
Exhibits.
The inclusion of any website
address in this Form 8-K, and any exhibit thereto, is intended to be an inactive textual reference only and not an active hyperlink. The
information contained in, or that can be accessed through, such website is not part of or incorporated into this Form 8-K.
Forward-Looking Statements
The presentation
furnished as Exhibit 99.1 to this Current Report on Form 8-K and the Press Release attached as Exhibit 99.2, contain
forward-looking statements within the safe harbor provisions of the federal securities laws, including under The Private Securities Litigation
Reform Act of 1995, and, as such, may involve known and unknown risks, uncertainties and assumptions. These forward-looking statements
relate to the Company’s current expectations and are subject to limitations and qualifications set forth in the presentation and
press release, as well as in the Company’s other filings with the Securities and Exchange Commission, including, without limitation,
that actual events and/or results may differ materially from those projected in such forward-looking statements. These statements also
involve known and unknown risks, which may cause the results of the Company, its divisions and concepts to be materially different than
those expressed or implied in such statements. Accordingly, readers should not place undue reliance on any forward-looking statements.
Forward-looking statements may include comments as to the Company’s beliefs and expectations as to future financial performance,
events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside the Company’s control.
More information on potential factors that could affect the Company’s financial results is included from time to time in the “Forward-Looking
Statements,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition
and Results of Operations” sections of the Company’s periodic and current filings with the SEC, including the Form 10-Qs
and Form 10-Ks, filed with the SEC and available at www.sec.gov. Forward-looking statements speak only as of the date they are made. The
Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information,
future events or otherwise that occur after that date, except as otherwise provided by law.
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.
Date: February 22, 2023
|
180 LIFE SCIENCES CORP. |
|
|
|
By: |
/s/ James N. Woody, M.D., Ph.D. |
|
|
Name: |
James N. Woody, M.D., Ph.D. |
|
|
Title: |
Chief Executive Officer |
KBL Merger Corporation IV (NASDAQ:KBLM)
過去 株価チャート
から 5 2024 まで 6 2024
KBL Merger Corporation IV (NASDAQ:KBLM)
過去 株価チャート
から 6 2023 まで 6 2024
Real-Time news about KBL Merger Corporation IV (ナスダック市場): 0 recent articles
その他の180 Life Sciences Corp.ニュース記事