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): October 8, 2012
ORGANOVO HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-54621 | 27-1488943 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 6275 Nancy Ridge Dr., San Diego, CA 92121 | 92121 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(858) 550-9994
(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 filing 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)) |
| Item 8.01. | Other Events |
On October 8, 2012, Organovo Holdings, Inc. (the “Company”) issued a press release announcing that, commencing October 8, 2012, the Company’s common stock will trade on the OTCQX Marketplace, the premier tier of the OTC marketplace. The shares will trade under the Company’s current trading symbol “ONVO”. A copy of the press release is filed with this report as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
The following exhibit is filed as part of this report:
| Exhibit |
Description | |
| 99.1 | Press Release, dated October 8, 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.
| ORGANOVO HOLDINGS, INC. | ||||||
| Date: October 9, 2012 | By: | /s/ Barry Michaels | ||||
| Name: | Barry Michaels | |||||
| Title: | Chief Financial Officer | |||||
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Exhibits
| Exhibit |
Description | |
| 99.1 | Press Release, dated October 8, 2012. | |
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Exhibit 99.1
Organovo Holdings, Inc. Joins OTCQX
SAN DIEGO, Oct. 8, 2012 /PRNewswire/ — Organovo Holdings, Inc. (OTCQX: ONVO), a developer and manufacturer of functional human tissues using a novel three-dimensional bioprinting technology, announced today that it will begin trading on the highest OTC marketplace, OTCQX®.
Organovo upgraded from OTCQB today to trade on the OTC market’s prestigious marketplace, OTCQX U.S. Investors can find current financial disclosure and Real-Time Level 2 quotes for the Company on www.otcmarkets.com.
“OTCQX provides services to companies which enable them to communicate with and engage their investors, while providing them with transparent trading and easy access to company information,” said R. Cromwell Coulson, President and Chief Executive Officer of OTC Markets Group. “We are pleased to welcome Organovo to OTCQX.”
Organovo Chief Executive Officer Keith Murphy commented, “Organovo is pleased to be joining the many top tier companies trading on the OTCQX. This is an important step forward for the company as we advance the commercialization of our technology and seek to deliver long term shareholder value.”
C. K. Cooper & Company will serve as Organovo’s Designated Advisor for Disclosure (“DAD”) on OTCQX, responsible for providing guidance on OTCQX requirements.
About Organovo Holdings, Inc.
Organovo designs and creates functional human tissues using a proprietary three dimensional bioprinting technology. The Company focuses on developing a range of human tissues and disease models for medical research and therapeutic applications. The Company’s NovoGen™ three-dimensional bioprinting technology employs a specialized automated platform that works across all tissue and cell types. Organovo’s bioprinter was named one of the “Best Inventions of 2010” by TIME Magazine and Organovo has been recognized as one of the most innovative companies of 2012 by MIT’s Technology Review. Organovo is helping pharmaceutical partners develop never before available human biological disease models in three dimensions that hold the potential to transform the business of therapeutic drug discovery and development. Organovo is also developing direct tissue therapies where precise structure and architecture may deliver the best clinical outcomes. Organovo leads the way in solving complex medical research problems and building the future of medicine.
For more information, please visit http://www.organovo.com.
Safe Harbor Statement
Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein are based on current expectations, but are subject to a number of risks and uncertainties. The factors that could cause actual future results to differ materially from current expectations include, but are not limited to, risks and uncertainties relating to the Company’s ability to develop, market and sell products based on its technology; the expected benefits and efficacy of the Company’s products and technology; the availability of substantial additional funding for the Company to continue its operations and to conduct research and development, clinical studies and future product commercialization; and, the Company’s business, research, product development, regulatory approval, marketing and distribution plans and strategies. These and other factors are identified and described in more detail in our filings with the SEC, including, our current report on Form 8-K/A filed on May 11, 2012. We do not undertake to update these forward-looking statements made by us.