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):May 13, 2020
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ACURA PHARMACEUTICALS, INC.
(Exact Name of Registrant as specified in its Charter)
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| New York | 1-10113 | 11-0853640 |
| (State of Other Jurisdiction | (Commission File Number) | (I.R.S. Employer |
| of Incorporation) | | Identification Number) |
616 N. North Court, Suite 120
Palatine, Illinois 60067
(847) 705-7709
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock, $0.01 par value | | ACUR | | OTCQB Market |
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):
| ¨ | 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 (17CFR240.14d- 2(b)) |
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e- 4(c))
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 8.01 – Other Events
EXTENSION OF TIME TO FILE THE COMPANY’S QUARTERLY REPORT ON FORM 10-Q FOR THE THREE MONTHS ENDED MARCH 31, 2020 PURSUANT TO SECURITIES AND EXCHANGE COMMISSION ORDER [RELEASE NO. 34-88465 / MARCH 25, 2020] UNDER SECTION 36 OF THE SECURITIES EXCHANGE ACT OF 1934 MODIFYING EXEMPTIONS FROM THE REPORTING AND PROXY DELIVERY REQUIREMENTS FOR PUBLIC COMPANIES AS RELIEF PROVIDED TO REGISTRANTS OR OTHER PERSONS IMPACTED BY COVID-19 FROM MARCH 1, 2020 TO JULY 1, 2020.
| 1. | The Company is relying on the Order (Release No. 34-88465) for the extension of up to 45 days after the required filing date of May 15, 2020; |
| 2. | The Company is not in a position to file its Quarterly Report on Form 10-Q for the three months ended March 31, 2020 (the “Quarterly Report”) in a timely manner (by the May 15, 2020 due date) as there is a delay in obtaining certain information necessary from its LTX-03 contract manufacturer because of the ongoing coronavirus (COVID-19) pandemic, in order for the Company to complete its financial statement footnote disclosures; |
| 3. | Although the Company is relying on, and may ultimately require the full 45 days of relief, which may be necessary if the COVID-19 pandemic continues to impose additional burdens and delays on obtaining the information for financial disclosure from its contract manufacturer, it is anticipated that the Quarterly Report, will be filed on or before June 15, 2020; |
SIGNATURE
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.
| Date: May 13, 2020 | ACURA PHARMACEUTICALS, INC. |
| | |
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| | By: | /s/ Peter A. Clemens |
| | | Peter A. Clemens |
| | | Senior Vice President & Chief Financial Officer |
