SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): July 6, 2020
PRESSURE BIOSCIENCES, INC.
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction
14 Norfolk Avenue
South Easton, MA 02375
(Address of principal executive offices, including zip code)
(Registrant’s telephone number, including area code)
Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
|[ ]||Written communication 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|
Indicate 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) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 April 29, 2020, Pressure BioSciences, Inc. (the “Company”) entered into a binding letter of intent to merge with Cannaworx Holdings, Inc. (the “Binding LOI”). The Binding LOI had a June 30, 2020 deadline for the (i) negotiation of definitive documentation regarding the merger transaction and (ii) exclusivity period with regard to each of the Company and Cannaworx Holdings, Inc (“CWX”) being prohibited from negotiating a controlling interest transaction with any third party.
On July 6, 2020, the Company and CWX entered into the First Amendment to the Binding LOI (the “First Amendment”). Pursuant to the First Amendment, the parties extended the June 30, 2020 deadline to July 31, 2020 followed by two 30-day automatic extensions.
The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by its full text, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period that ended on June 30, 2020.
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.
|PRESSURE BIOSCIENCES, INC.|
|Date: July 8, 2020||By:||/s/ Richard T. Schumacher|
|Richard T. Schumacher|
|President and Chief Executive Officer|