STRATA SKIN SCIENCES, INC. (NASDAQ:SSKN) Files An 8-K Material Modification to Rights of Security Holders
Item 3.03. Material Modification to Rights of Security Holders.
report is hereby incorporated by reference.
Change in Fiscal Year.
filed a certificate of amendment to its Fifth Amended and
Restated Certificate of Incorporation, as amended, with the
Secretary of State of the State of Delaware implementing a
1-for-5 reverse stock split of the Company’s common stock, to
which each 5 shares of issued and outstanding common stock
converted into 1 share of common stock. Proportionate voting
rights and other rights of common stock holders will not be
affected by the reverse stock split. In lieu of issuing
fractional shares, the Company will round fractions of shares
up to the nearest whole share.
Eastern Time, on Thursday, April 6, 2017, and the Company’s
common stock will trade on the NASDAQ Capital Market on a
post-split basis at the open of trading on Friday, April 7,
2017. The Company’s post-reverse split common stock will have
a new CUSIP number, 86272A 206. Other terms of the common stock
are not affected by the reverse stock split. The common stock
will continue to trade under the symbol “SSKN.”
outstanding as a result of the reverse stock split.
acting as exchange agent for the reverse stock split and will
send instructions to stockholders of record regarding the
exchange of certificates for common stock. Stockholders owning
shares via a broker or other nominee will have their positions
automatically adjusted to reflect the reverse stock split,
subject to the brokers’ particular processes, and will not be
required to take any action in connection with the reverse
stock split.
outstanding was not affected by the reverse stock split.
However, the number of shares of common stock into which each
outstanding share of the Company’s convertible preferred stock
is convertible will be adjusted proportionately as a result of
the reverse stock split. All stock options and warrants to
purchase common stock outstanding and the Company’s common
stock reserved for issuance under the Company’s equity
incentive plans immediately prior to the reverse stock split
will be appropriately adjusted by dividing the number of
affected shares of common stock by five and, as applicable,
multiplying the exercise price by five as a result of the
reverse stock split.
regain compliance with the $1.00 per share minimum bid price
requirement for continued listing on the NASDAQ Capital Market;
however, there can be no assurance that the reverse stock split
will have that effect.
respect to the reverse stock split, which is being filed as
Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference as though fully set forth
herein. A copy of the certificate of amendment to the Fifth
Amended and Restated Certificate of Incorporation, as amended,
is being filed as Exhibit 3.1 to this Current Report on Form
8-K and is incorporated herein by reference as though fully set
forth herein.
| 3.1 |
Certificate of Amendment to the Fifth Amended and
Restated Certificate of Incorporation, as amended, of STRATA Skin Sciences, Inc., filed with the Secretary of State of the State of Delaware on April 6, 2017. |
| 99.1 |
Press Release dated April 6, 2017 issued by STRATA Skin
Sciences, Inc. |
About STRATA SKIN SCIENCES, INC. (NASDAQ:SSKN)
STRATA Skin Sciences, Inc., formerly MELA Sciences, Inc., is a medical technology company. The Company is engaged in developing and commercializing products for the diagnosis and treatment of dermatological disorders. The Company has three segments: Dermatology Recurring Procedures, Dermatology Procedures Equipment and Dermatology Imaging. The XTRAC and VTRAC products are the devices used for the treatment of psoriasis, vitiligo and other skin disorders. The XTRAC system delivers targeted ultraviolet light to affected areas of skin, leading to psoriasis clearing and vitiligo repigmentation, following a series of treatments. The Company’s technology includes XTRAC Excimer Laser, VTRAC Lamp and MelaFind. MelaFind is a non-invasive, point-of-care instrument to aid dermatologists in their decision to biopsy suspicious pigmented lesions, such as melanoma. The Company has approximately two distribution channels for phototherapy treatment equipment. STRATA SKIN SCIENCES, INC. (NASDAQ:SSKN) Recent Trading Information
STRATA SKIN SCIENCES, INC. (NASDAQ:SSKN) closed its last trading session down -0.048 at 0.530 with 45,810 shares trading hands.