Current Report Filing (8-k)
March 03 2020 - 10:48AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Current
Report
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported): February 28, 2020
AKERNA
CORP.
(Exact
name of registrant as specified in its charter)
Delaware
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|
001-39096
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83-2242651
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(State
or other jurisdiction
of incorporation)
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|
(Commission
File Number)
|
|
(I.R.S.
Employer
Identification Number)
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1630
Welton St., Denver, Colorado
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80202
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (888) 932-6537
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
|
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common Stock, par value $0.0001 per share
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KERN
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NASDAQ
Capital Market
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Warrants to purchase one share of Common Stock
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KERNW
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NASDAQ Capital Market
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405
of this chapter) or Rule 12b-2 of the Exchange Act (§240.12b-2 of this chapter).
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
February 28, 2020, Akerna Corp., a Delaware corporation (“Akerna”) entered into an Amendment to Arrangement Agreement
(the “Amendment”) among 2732805 Ontario Inc., a company existing under the laws of the Province of Ontario and a wholly
owned subsidiary of Akerna (“Purchaser”), Ample Organics Inc., a corporation existing under the laws of the Province
of Ontario (“Ample”) and John Prentice, an individual resident in the Province of Ontario (collectively, the “Parties”),
which amended that certain Arrangement Agreement (the “Arrangement Agreement”), dated as of December 18, 2019, as
previously disclosed and filed with a Current Report on Form 8-K, filed December 18, 2019. The Amendment primarily revised the
Arrangement Agreement so that the Outside Date of the Arrangement (as defined therein) would be August 31, 2020, or such later
date as agreed to in writing by Akerna and Ample. The Parties also revised the Effective Date of the Arrangement by agreeing to
use their commercially reasonable efforts to cause the Effective Date to occur on or about July 3, 2020, or as soon thereafter
as reasonably practicable, but in any event, by the Outside Date.
Capitalized
terms used herein but not defined shall have the meaning set forth in the Arrangement Agreement. The description of the Amendment
contained herein does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amendment.
A copy of the Amendment is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
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AKERNA CORP.
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By:
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/s/
Jessica Billingsley
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Jessica Billingsley
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Chief Executive Officer
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Dated: March 3, 2020
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