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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
Of
the Securities Exchange Act of 1934
June
4, 2024 (June 3, 2024)
Date
of report (date of earliest event reported)
Nordicus
Partners Corporation
(Exact
Name of Registrant as Specified in Charter)
Delaware |
|
Commission
File No. 001-11737 |
|
04-3186647 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
280
South Beverly Drive, Suite 505, Beverly Hills, CA 90212
(Address
of Principal Executive Offices)
(424)
256-8560
(Registrant’s
Telephone Number)
3651
Lindell Road, Suite D565, Las Vegas, NV, 89103
(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 (see General Instruction A.2 below):
|
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
|
|
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of Each Class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
None |
|
None |
|
None |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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
5.02. |
Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Effective
June 3, 2024, Christian Hill-Madsen resigned from the Board of Directors of Nordicus Partners Corporation (the “Company”),
and the remaining Board members appointed Peter Severin as his replacement and as Chairman of the Board of Directors. Mr. Hill-Madsen
will continue as Chairman of the Board of Orocidin A/S, of which the Company recently acquired 95% of the outstanding shares in exchange
for shares of the Company.
Mr.
Severin is an experienced consultant in the pharmaceutical industry. He is the owner of Severin-Partners A/S, a consulting company based
in Copenhagen, Denmark. He was previously head of sales for Novartis and Sales Manager at AstraZeneca Pharmaceuticals and at GlaxoSmithKline.
In
addition, on June 3, 2024, the Company’s Board of Directors adopted a resolution providing that the Chairman of the Board of Directors
shall receive compensation of $20,000 per annum, and each other Director shall receive compensation of $10,000 per annum, in consideration
of their serving on the Corporation’s Board of Directors, payable in equal installments semiannually in arrears, commencing December
31, 2024, without proration for partial terms.
Item
9.01. |
Financial
Statements and Exhibits |
The
following are filed as part of this Form 8-K:
(d) Exhibits
Exhibit |
|
|
|
|
|
|
|
Filed
or Furnished |
Number |
|
Exhibit
Description |
|
Form |
|
Exhibit |
|
Filing
Date |
|
Herewith |
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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|
X
|
99.1 |
|
Press Release dated June 4, 2024 |
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|
X |
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated:
June 4, 2024 |
NORDICUS
PARTNERS CORPORATION |
|
|
|
By: |
/s/
Henrik Rouf |
|
|
Henrik
Rouf |
|
|
Chief
Executive Officer |
Exhibit
99.1
Nordicus
Partners Corporation Appoints Peter Severin as Chairman Of The Board of Directors
Beverly
Hills, California, June 4, 2024…Nordicus Partners Corporation (OTCQB: NORD) (“Nordicus” or the “Company”),
a financial consulting company specializing in providing Nordic and U.S. life sciences companies with optimal conditions to establish
themselves on the U.S. market, announced today the appointment of Peter Severin as Chairman of the Board of Directors. Peter Severin
replaces Christian Hill-Madsen as Chairman, who resigned to focus on developing the next generation of periodontities therapies for Orocidin
A/S, a company owned 95% by Nordicus, where Christian currently serves as Chairman of its Board.
“We
are delighted to welcome Peter as Chairman of the Board,” said Henrik Rouf, CEO of Nordicus. “His broad sales experience
in the life sciences industries in the Nordics will be invaluable to Nordicus as we pursue our mission to acquire majority stakes in
Nordic as well as U.S. based life sciences companies.”
About
Peter Severin
Mr.
Severin brings over 25 years life sciences and sales experience to Nordicus’ Board. Mr. Severin is currently the Founder and CEO
of Severin Partners, a Denmark-based sales and communications consulting company focusing on the healthcare industries. Prior to founding
Severin Partners, Peter held positions as Head of Sales of Novartis AG, Sales Manager at AstraZeneca Pharmaceuticals and as Sales Manager
of GSK Plc (formerly GlaxoSmithKline Plc).
About
Nordicus Partners Corporation
Nordicus
Partners Corporation is a Denmark-based financial consulting company, specializing in providing Nordic and U.S. life sciences companies
with the best possible conditions to establish themselves on the U.S. market, taking advantage of management’s combined +90 years
of experience in the corporate sector, serving in different capacities both domestically and globally. Nordicus’ 95% owned subsidiary,
Orocidin A/S, is a clinical-stage biopharmaceutical company which is advancing the next generation of periodontitis therapies. Nordicus’
core competencies lie in assisting Danish as well as other Nordic and international companies in different areas of corporate finance
activities, such as: business valuations, growth strategies, attracting capital for businesses and company acquisitions and sales. For
more information about Nordicus, please visit: www.nordicuspartners.com
Forward-Looking
Statements
The
Company believes that this press release contains forward-looking statements as that term is defined in the Private Securities Litigation
Reform Act of 1995. Terms such as “may,” “might,” “would,” “should,” “could,”
“project,” “estimate,” “pro-forma,” “predict,” “potential,” “strategy,”
“anticipate,” “attempt,” “develop,” “plan,” “help,” “believe,”
“continue,” “intend,” “expect,” “future,” and terms of similar import (including the
negative of any of these terms) may identify forward-looking statements. Such forward-looking statements, including but not limited to
statements regarding the plans and objectives of management for future operations, are based on management’s current expectations
and are subject to risks and uncertainties that could cause results to differ materially from the forward-looking statements. Actual
results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements
as a result of these risks and uncertainties. Factors that may influence or contribute to the accuracy of the forward-looking statements
or cause actual results to differ materially from expected or desired results may include, without limitation, market acceptance of the
company’s products and services; competition from existing products or new products that may emerge; the implementation of the
company’s business model and strategic plans for its business and our products; estimates of the company’s future revenue,
expenses, capital requirements and need for financing; current and future government regulations; and developments relating to the company’s
competitors. Readers are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related
to them. For further information on such risks and uncertainties, you are encouraged to review the Company’s filings with the Securities
and Exchange Commission (“SEC”), including its Current Report on Form 8-K relating to the reverse acquisition and related
transactions which was filed with the SEC on March 1, 2023 and its quarterly report on Form 10-Q for the fiscal period ended December
31, 2023. The Company assumes no obligation to update any forward-looking statements as a result of new information or future events
or developments, except as required by law.
For
further information contact
Mr.
Henrik Rouf
Chief
Executive Officer
Phone
+1 310 666.0750
Email
hr@nordicuspartners.com
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