OpGen, Inc. (NASDAQ:OPGN) Files An 8-K Other EventsItem 8.01 Other Events.
On May 12, 2017, OpGen, Inc. (the “Company”), received a written notification from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it failed to comply with Nasdaq’s Marketplace Rule 5550(b)(1) because the Company’s stockholders’ equity as of March 31, 2017 fell below the required minimum of $2,500,000 and, as of May 12, 2017, the Company did not meet the alternative compliance standards of market value of listed securities or net income from continuing operations for continued listing. In accordance with Nasdaq’s listing requirements, the Company had 45 calendar days to submit a plan to regain compliance. The Company’s compliance plan was filed on June 22, 2017.
On July 18, 2017, the Company completed its previously announced public offering (the “Offering”) of 18,164,195 units (the “Units”), each consisting of one share of the Company’s common stock, par value $0.01 per share (“Common Stock”) and one common warrant to purchase one share of Common Stock, at an offering price per unit of $0.40, and 6,835,805 pre-funded units, each consisting of one pre‑funded warrant to purchase one share of Common Stock and one common warrant to purchase one share of Common Stock (the “Pre-funded Units”), at an offering price of $0.39 per Pre-funded Unit, in lieu of issuing Units to such investors. A registration statement on Form S-1 relating to the Offering (File No. 333-218392) was declared effective by the Securities and Exchange Commission on July 12, 2017. The Offering was made only by means of a prospectus forming a part of the effective registration statement.
The Company issued a press release on July 19, 2017 regarding the completion of the Offering. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference.
The net proceeds of the Offering to the Company were approximately $8.4 million, after deducting placement agent fees and expenses, and other expenses of the Offering. The Company believes, as of the date of this Current Report on Form 8-K, that as of July 18, 2017, the Company has regained compliance with the continued listing requirement of stockholders’ equity above $2,500,000 under Nasdaq’s Marketplace Rule 5550(b)(1). Nasdaq will continue to monitor the Company’s ongoing compliance with the stockholders’ equity requirement for continued listing and, if at the time of its Quarterly Report on Form 10-Q for the period ending September 30, 2017, the Company does not evidence continued compliance with the requirement, the Company’s common stock may be subject to delisting.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1Press Release, issued on July 19, 2017
OPGEN INC ExhibitEX-99.1 2 ex99x1.htm EXHIBIT 99.1 Exhibit 99.1 OPGEN ANNOUNCES CLOSING OF $10 MILLION PUBLIC OFFERING GAITHERSBURG,…To view the full exhibit click here
About OpGen, Inc. (NASDAQ:OPGN)
OpGen, Inc. (OpGen) is a precision medicine company using molecular diagnostics and informatics to combat infectious disease. The Company is engaged in developing molecular information solutions to combat infectious disease in global healthcare settings, helping to guide clinicians with information about life threatening infections, managing patient outcomes, and the spread of infections caused by multidrug-resistant microorganisms. Its deoxyribonucleic acid (DNA) tests and bioinformatics address the threat of anti-biotic resistance by helping physicians and healthcare providers manage patient care decisions and protect the hospital biome through customized screening and surveillance solutions. It is working to deliver its molecular information solution to a global network of customers and partners. It is also working to provide precise diagnostic information powered by pathogen surveillance data. The Company’s high-resolution DNA tests are marketed under the Acuitas trade name.
