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 | July | 2019 | |
Commission File Number | 001-36458 | ||
Neovasc Inc. | |||
(Translation of registrant’s 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 | ☒ | Form 40-F |
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):
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):
DOCUMENTS INCLUDED AS PART OF THIS REPORT
Document 1 | Material Change Report, dated July 3, 2019. |
Document 1 of this Report on Form 6-K is incorporated by reference, as an exhibit, 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).
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.
Neovasc Inc. | |||||
(Registrant) | |||||
Date: | July 22, 2019 | By: | /s/ Chris Clark | ||
Name: Chris Clark Title: Chief Financial Officer |
Document 1
FORM 51-102F3
MATERIAL CHANGE REPORT
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 |
June 25, 2019 | |
Item 3: | News Release |
A news release announcing the material change was issued on June 28, 2019 through CNW Group and a copy was subsequently filed on SEDAR and EDGAR. | |
Item 4: | Summary of Material Change |
On June 28, 2019, Neovasc announced that the Company filed articles of amendment, effective June 25, 2019, 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 ten (10) pre-Consolidation Common Shares. The Consolidation will reduce the number of Common Shares issued and outstanding from approximately 74,811,888 Common Shares to approximately 7,481,157 Common Shares. The Common Shares are expected to commence trading on the Toronto Stock Exchange (the “TSX”) and on the Nasdaq Capital Market (the “Nasdaq”) on a post-Consolidation basis on or about the opening of trading on July 2, 2019. | |
Item 5: | Full Description of Material Change |
On June 28, 2019, Neovasc announced that the Company filed articles of amendment, effective June 25, 2019, 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 ten (10) pre-Consolidation Common Shares. The Consolidation will reduce the number of Common Shares issued and outstanding from approximately 74,811,888 Common Shares to approximately 7,481,157 Common Shares. The Common Shares are expected to commence trading on the TSX and on the Nasdaq on a post-Consolidation basis on or about the opening of trading on July 2, 2019. | |
The Company's transfer agent, Computershare Investor Services Inc., sent letters of transmittal on July 2, 2019 to the registered holders of Common Shares. The letter of transmittal will contain 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 Company’s SEDAR profile at www.sedar.com or the Company’s 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 intermediaries. | |
The Company’s new CUSIP number is 64065J304 and its new ISIN number is CA64065J3047. | |
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 July 3, 2019 | |