Citius Pharmaceuticals, Inc. (OTCMKTS:CTXR) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03. Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
On June 7, 2017, Citius Pharmaceuticals, Inc. (the Company) filed
a Certificate of Amendment to its Amended and Restated Articles
of Incorporation with the Secretary of State of the State of
Nevada (the Amendment) to effectuate a reverse stock split (the
Reverse Stock Split) of its issued and outstanding shares of
common stock on a 1-for-15 basis. The Reverse Stock Split becomes
effective on June 9, 2017 (the Effective Date). As of the
Effective Date, every 15 shares of issued and outstanding common
stock will be converted into one share of common stock. No
fractional shares will be issued in connection with the Reverse
Stock Split. Instead, a holder of record of common stock on the
Effective Date who would otherwise be entitled to a fraction of a
share will, in lieu thereof, be entitled to receive a whole share
of common stock.
All options, warrants and convertible securities of the Company
outstanding immediately prior to the Reverse Stock Split will be
proportionately adjusted for the Reverse Stock Split by dividing
the number of shares of common stock into which the options,
warrants and convertible securities are exercisable or
convertible by 15 and multiplying the exercise or conversion
price thereof by 15.
As reported on the Current Report on Form 8-K filed with the
Securities and Exchange Commission on September 15, 2016, the
Companys shareholders authorized the Companys Board of Directors
to effect a reverse stock split of the Companys common stock in a
ratio in the range of not less than 1-for-8 and not more than
1-for-20 at any time prior to September 15, 2017. Thereafter, the
Companys Board of Directors determined to effect the Reverse
Stock Split and authorized the implementation of the Reverse
Stock Split and filing of the Amendment.
The forgoing description is a summary only, does not purport to
set forth the complete terms of the Amendment, and is qualified
in its entirety by reference to the Amendment filed as Exhibit
3.1 to this Current Report on Form 8-K.
On June 8, 2017, we issued a press release with respect to the
Reverse Stock Split described above, a copy of which is being
filed as Exhibit 99.1 to this Form 8-K and is incorporated herein
by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
|
Exhibit No. |
Description of Exhibit |
|
3.1 |
Certificate of Amendment of the Amended and |
|
99.1 |
Press Release dated June 8, 2017. |
About Citius Pharmaceuticals, Inc. (OTCMKTS:CTXR)
Citius Pharmaceuticals, Inc., formerly Trail One, Inc., is a pharmaceutical company engaged in developing and commercializing therapeutic products. The Company focuses on developing formulations to manage the delivery and compliance of approved drugs. The Company offers Suprenza, an orally disintegrating tablet and an obesity drug that can be administered with water or dissolved on tongue. The Company also focuses on development of its product candidate, Hydrocortisone-Lidocaine Cream, which is in Phase II study. Its Hydrocortisone-Lidocaine Cream is used to provide anti-inflammatory and anesthetic relief to persons suffering from grade I and II hemorrhoids. Citius Pharmaceuticals, LLC is its subsidiary. The Company has not generated any revenues.