Attached files
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| EX-99.1 - PRESS RELEASE - SANUWAVE Health, Inc. | snwv_ex991.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
Date of report (Date of earliest event reported): June 7,
2020
SANUWAVE Health, Inc.
(Exact Name of Registrant as Specified in
Charter)
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Nevada
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000-52985
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20-1176000
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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3360 Martin Farm Road, Suite 100
Suwanee, Georgia 30024
(Address of Principal Executive Offices, and Zip Code)
(770) 419-7525
Registrant’s Telephone Number, Including Area
Code
(Former Name or Former Address, if Changed Since Last
Report)
Check
the appropriate box below if the Form 8-K 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 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 classTrading Symbol(s)Name of each exchange on which
registeredCommon Stock, par value $0.001SNWVOTCQBIndicate by check
mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §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 Definitive Material Agreement.
On June
7, 2020, Sanuwave Health, Inc. (the “Company”) entered
into an agreement with Celularity Inc. (“Celularity”)
pursuant to which the Company paid Celularity $1,110,000 for an
exclusive and irrevocable option to purchase Celularity’s
UltraMIST assets and partnership rights for its wound care biologic
products. The payment for the option is non-refundable, but upon
the consummation of the acquisition of such assets and rights on
substantially the terms set forth in the non-binding letter of
intent previously executed by the parties, such option payment
shall be deducted from the purchase price. The option automatically
expires on July 14, 2020.
Item
7.01
Regulation
FD.
The
Company issued a press release regarding the option agreement
entered into with Celularity. A copy of the press release is
furnished as Exhibit 99.1 hereto.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No.
Description
Press
Release issued by the Company on June 10, 2020
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.
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SANUWAVE
HEALTH, INC.
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Dated: June 10,
2020
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By:
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/s/ Lisa E.
Sundstrom
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Name: Lisa E.
Sundstrom
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Title:
Chief
Financial Officer
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