MRI INTERVENTIONS, INC. (OTCMKTS:MRIC) Files An 8-K Entry into a Material Definitive Agreement
Item1.01.
Entry into a Material Definitive Agreement. |
On April 25, 2017, MRI Interventions, Inc. (the Company) and
Acoustic Medsystems, Inc. (AMS) entered into a License and
Collaboration Agreement (the Agreement). Under the Agreement, the
Company and AMS have agreed to collaborate and share certain
information and technology with one another to develop, evaluate,
and commercialize new products and technology integrating or
incorporating AMSs TheraVision system and components (the AMS
System) or AMSs related intellectual property in the field of
medical procedures, processes and therapies related to the
pancreas via vessels, pancreatic ducts or percutaneous access
(the Field). Under the terms of the Agreement, the Company shall
exclusively own any new intellectual property developed as a
result of the research, development, analysis, testing, and other
collaboration activities conducted by the Company and AMS to the
Agreement. AMS has also agreed to grant the Company an exclusive
right to sell, offer for sale, market, license and distribute the
AMS System in the Field.
As part of the consideration provided to AMS to the Agreement,
the Company has agreed to issue AMS up to 115,000 shares of
unregistered common stock (the Shares) issuable upon the
execution and delivery of the Agreement and thereafter for the
achievement of certain milestones. The Agreement also provides
for the Company to register the resale of any Shares, as
requested by AMS, under the Securities Act of 1933, as amended
(the Securities Act), in the event that the Company proposes to
register any shares of its common stock under the Securities Act
in connection with the secondary offering of such securities by
stockholders of the Company at any point during the twelve months
following the date of issuance of such Shares to AMS.
The foregoing description of the terms and conditions of the
Agreement is only a summary and is qualified in its entirety by
the full text of the Agreement, a copy of which will be filed
with the Companys Quarterly Report on 10-Q for the quarter ended
March 31, 2017 and which is incorporated into this Item 1.01 by
reference.
Item 7.01. | Regulation FD Disclosure. |
On April 27, 2017, the Company issued a press release announcing
the entry into the Agreement. A copy of the press release is
furnished herewith as Exhibit 99.1.
Item 9.01. | Financial Statements and Exhibits. |
(d)Exhibits.See Exhibit Index immediately following page
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking
statements based upon the Companys current expectations.
Forward-looking statements are subject to risks and
uncertainties, and the Companys actual results and the timing of
events could differ materially from those anticipated in such
forward-looking statements as a result of such risks and
uncertainties, which include, without limitation, risks and
uncertainties associated with market conditions. You should not
place undue reliance on forward-looking statements, which apply
only as of the date of this Current Report on Form 8-K. The
Companys Annual Report on Form 10-K filed with the SEC on March
9, 2017 contains, under the heading Risk Factors, a comprehensive
description of risks to which the Company is subject. The Company
expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any forward-looking
statements contained herein to reflect any change in its
expectations with regard thereto or any change in events,
conditions or circumstances on which any such statements are
based.
About MRI INTERVENTIONS, INC. (OTCMKTS:MRIC)
MRI Interventions, Inc. is a medical device company. The Company develops and commercializes platforms for performing minimally invasive surgical procedures in the brain and heart under direct, intra-procedural magnetic resonance imaging (MRI) guidance. It has two product platforms: ClearPoint system, which is used to perform minimally invasive surgical procedures in the brain and ClearTrace system, which is under development, to be used to perform minimally invasive surgical procedures in the heart. Its ClearPoint system is a neuro-navigation system designed for placing catheters and electrodes to treat a range of neurological diseases and conditions and for performing biopsies. Its ClearTrace system is designed to deliver catheter-based therapies to treat certain cardiac diseases. Both systems utilize intra-procedural MRI to guide the procedures. Its products and product candidates include ClearPoint Neuro Intervention System and The ClearTrace Cardiac Intervention System. MRI INTERVENTIONS, INC. (OTCMKTS:MRIC) Recent Trading Information
MRI INTERVENTIONS, INC. (OTCMKTS:MRIC) closed its last trading session 00.00 at 5.60 with 6,446 shares trading hands.