UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): November 28, 2016
MICROBOT MEDICAL INC.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 000-19871 | | 94-3078125 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
175 Derby Street, 27/1
Hingham, MA 02043
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (908) 938-5561
(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 (seeGeneral 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)) |
EXPLANATORY NOTE
On November 29, 2016, Microbot Medical Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) to report, among other things, that C&RD Israel Ltd., an Israeli corporation and a wholly owned subsidiary of the Company, completed a merger with and into Microbot Medical Ltd. (“Microbot Israel”), a company organized under the laws of the State of Israel, with Microbot Israel surviving as a wholly-owned subsidiary of the Company (the “Merger”).
This Current Report on Form 8-K/A amends the Original 8-K to provide the pro forma combined financial information with respect to the Merger, which is included as Exhibit 99.1 to this Current Report on Form 8-K/A. Except as otherwise provided herein, this Current Report on Form 8-K/A does not amend or restate the Original 8-K, nor does it modify or update any of the information made in the Original 8-K.
Item 9.01 Financial Statements and Exhibits
| | |
| Exhibit | | Description |
| |
| 99.1 | | Unaudited pro forma combined financial information with respect to the Merger. |
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.
Date: February 2, 2017
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| MICROBOT MEDICAL INC. |
| |
| By: | | /s/ Harel Gadot |
| | Harel Gadot, Chairman, President, and Chief Executive Officer |
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