Report of Foreign Issuer (6-k)
September 24 2018 - 5:01AM
Edgar (US Regulatory)
Table of Contents
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of September 2018
Commission File Number 001-36458
Neovasc Inc.
(Translation of registrants name into English)
Suite 5138 13562 Maycrest Way
Richmond, British Columbia, Canada, V6V 2J7
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F
x
Form 40-F
o
Indicate
by
check
mark
if
the
registrant
is
submitting
the
Form
6-K
in
paper
as
permitted
by
Regulation
S-T
Rule
101(b)(1):
o
Indicate
by
check
mark
if
the
registrant
is
submitting
the
Form
6-K
in
paper
as
permitted
by
Regulation
S-T
Rule
101(b)(7):
o
Table of Contents
DOCUMENTS
INCLUDED
AS
PART
OF
THIS
REPORT
Document
Document
1
of
this
Report
on
Form
6-K
is
incorporated
by
reference
into
the
Registration
Statement
on
Form
F-10
of
the
Registrant,
which
was
originally
filed
with
the
Securities
and
Exchange
Commission
on
June
29,
2018
(File
No.
333-226013),
and
the
Registration
Statement
on
Form
S-8
of
the
Registrant,
which
was
originally
filed
with
the
Securities
and
Exchange
Commission
on
July
6,
2018
(File
No.
333-226075).
Table of Contents
DOCUMENT
1
FORM
51-102F3
MATERIAL
CHANGE
REPORT
Item
1:
Name
and
Address
of
Company
Neovasc
Inc.
(
Neovasc
or
the
Company
)
13562
Maycrest
Way,
Suite
5138
Richmond,
BC
V6V
2J7
Item
2:
Date
of
Material
Change
September
18,
2018
Item
3:
News
Release
A
news
release
announcing
the
material
change
was
issued
on
September
18,
2018
through
CNW
Group
and
a
copy
was
subsequently
filed
on
SEDAR
and
EDGAR.
Item
4:
Summary
of
Material
Change
On
September
18,
2018,
Neovasc
announced
that
the
Company
had
filed
articles
of
amendment,
effective
on
that
date,
to
effect
the
previously
announced
share
consolidation
(reverse
stock
split)
(the
Consolidation
)
of
its
issued
and
outstanding
common
shares
(the
Common
Shares
)
on
the
basis
of
one
(1)
post-Consolidation
Common
Share
for
every
one-hundred
(100)
pre-Consolidation
Common
Shares.
The
consolidation
will
reduce
the
number
of
Common
Shares
issued
and
outstanding
from
approximately
1,901,639,980
Common
Shares
to
approximately
19,016,405
Common
Shares.
The
Common
Shares
are
expected
to
commence
trading
on
the
Toronto
Stock
Exchange
(the
TSX
)
and
on
the
Nasdaq
Capital
Market
on
a
post-Consolidation
basis
on
or
about
the
opening
of
trading
on
September
21,
2018.
Item
5:
Full
Description
of
Material
Change
On
September
18,
2018,
Neovasc
announced
that
the
Company
had
filed
articles
of
amendment,
effective
on
that
date,
to
effect
the
previously
announced
Consolidation
of
its
issued
and
outstanding
Common
Shares
on
the
basis
of
one
(1)
post-Consolidation
Common
Share
for
every
one-hundred
(100)
pre-Consolidation
Common
Shares.
The
consolidation
will
reduce
the
number
of
Common
Shares
issued
and
outstanding
from
approximately
1,901,639,980
Common
Shares
to
approximately
19,016,405
Common
Shares.
The
Common
Shares
are
expected
to
commence
trading
on
the
TSX
and
on
the
Nasdaq
Capital
Market
on
a
post-Consolidation
basis
on
or
about
the
opening
of
trading
on
September
21,
2018.
The
Companys
transfer
agent,
Computershare
Investor
Services
Inc.,
has
sent
a
letter
of
transmittal
dated
September
18,
2018
to
the
registered
holders
of
Common
Shares.
The
letter
of
transmittal
contains
instructions
on
how
to
surrender
Common
Share
certificate(s)
representing
pre-Consolidation
Common
Shares
to
the
transfer
agent.
Shareholders
may
also
obtain
a
copy
of
the
letter
of
transmittal
by
accessing
the
Companys
SEDAR
profile
at
www.sedar.com
or
the
Companys
EDGAR
profile
at
www.sec.gov.
Until
surrendered,
each
certificate
representing
pre-Consolidation
Common
Shares
will
be
deemed
for
all
purposes
to
represent
the
number
of
Common
Shares
to
which
the
holder
thereof
is
entitled
as
a
result
of
the
Consolidation.
If
shareholders
hold
their
Common
Shares
through
an
intermediary
and
they
have
questions
in
this
regard,
they
are
encouraged
to
contact
their
Table of Contents
intermediaries.
The
Companys
new
CUSIP
number
is
64065J205
and
its
new
ISIN
number
is
CA64065J2056.
Item
6:
Reliance
on
Subsection
7.1(2)
of
National
Instrument
51-102
Not
applicable.
Item
7:
Omitted
Information
Not
applicable.
Item
8:
Executive
Officer
Chris
Clark,
Chief
Financial
Officer
Phone:
604-248-4138
Item
9:
Date
of
Report
This
Material
Change
Report
is
dated
as
of
September
21,
2018
Table of Contents
SIGNATURES
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,
thereunto
duly
authorized.
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NEOVASC
INC.
|
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|
(Registrant)
|
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|
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Date:
|
September
21,
2018
|
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By:
|
/s
/
Chris
Clark
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Name:
|
Chris
Clark
|
|
|
|
|
Title:
|
Chief
Financial
Officer
|
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