Current Report Filing (8-k)
21 March 2023 - 8:27AM
Edgar (US Regulatory)
0001708527
false
0001708527
2023-03-20
2023-03-20
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
March 20, 2023
AZIYO BIOLOGICS, INC.
(Exact name of registrant as specified in its
charter)
Delaware |
|
001-39577 |
|
47-4790334 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
12510 Prosperity Drive, Suite 370
Silver Spring, MD 20904
(Address of principal executive offices) (Zip
Code)
(240) 247-1170
(Registrant’s telephone number, include
area code)
N/A
(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:
|
¨ |
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
Symbols |
|
Name of each exchange on which
registered |
Class A
Common Stock, $0.001 par value per share |
|
AZYO |
|
The Nasdaq Capital Market |
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 x
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 7.01. | Regulation FD Disclosure. |
On March 20, 2023, Aziyo Biologics, Inc. (the
“Company”) issued a press release to provide an update on its submission to the U.S. Food and Drug Administration (“FDA”)
for the CanGaroo® RM Antibacterial Envelope, the Company’s next-generation biomaterial envelope intended for use with implantable
electronic devices.
The information in this Item 7.01 (including Exhibit
99.1) of this Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed
to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except
as expressly set forth by specific reference in such filing.
As previously reported,
in April 2022, the Company submitted a 510(k) premarket notification to the FDA for the Company’s CanGaroo® RM Antibacterial
Envelope, its next-generation biomaterial envelope for use with implantable electronic devices (IED) intended to securely hold a cardiac
implantable electronic device or neurostimulator, creating a stable environment when implanted in the body. As a combination product containing
device and drug components, the filing was reviewed by the Center for Devices and Radiological Health (CDRH) and the Center for Drug Evaluation
and Research (CDER). On March 16, 2023, the Company received a Not Substantially Equivalent (“NSE”) determination
from the FDA. The notice defined the outstanding items that need to be addressed in furtherance of potential market clearance. These items
relate to drug testing, primarily a request by FDA to modify an in vitro drug release assay employed as a manufacturing control.
As a result, the Company does not expect to appeal the FDA’s decision but intends to provide the FDA with additional data as requested.
Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking
statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. Forward-looking statements can be identified by words such as “projects,” “may,” “will,”
“could,” “would,” “should,” “believes,” “expects,” “anticipates,”
“estimates,” “intends,” “plans,” “potential,” “promise” or similar references
to future periods. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should
be considered forward-looking statements, including statements regarding the potential regulatory clearance of CanGaroo RM. Forward-looking
statements are based on management’s current assumptions and expectations of future events and trends, which affect or may affect
the Company’s business, strategy, operations or financial performance, and actual results may differ materially from those expressed
or implied in such statements due to numerous risks and uncertainties. Forward-looking statements are inherently subject to risks and
uncertainties, some of which cannot be predicted or quantified, and other important factors that may cause actual results, performance
or achievements to differ materially from those contemplated or implied in this Current Report on Form 8-K , including, but not limited
to, risks regarding the Company’s products and its ability to enhance, expand, develop and commercialize its product offerings;
the Company’s significant litigation related to the recall of a single lot of its FiberCel product and its impact on the Company’s
business and the discontinuation of its sales by its distribution partner; the Company’s dependence on its commercial partners;
the Company’s future capital needs and available sources of funding; the adverse changes in economic conditions and instability
and disruption of credit markets; physician awareness of the distinctive characteristics, and acceptance by the medical community, of
the Company’s products; the ability to obtain regulatory approval or other marketing authorizations; and the Company’s intellectual
property rights, and other important factors which can be found in the “Risk Factors” section of Aziyo’s public filings
with the Securities and Exchange Commission (“SEC”), including Aziyo’s Annual Report on Form 10-K for the year ended
December 31, 2021, as such factors may be updated from time to time in Aziyo’s other filings with the SEC, including without limitation,
Aziyo’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022, accessible on the SEC’s website at
www.sec.gov and the Investor Relations page of Aziyo’s website at https://investors.aziyo.com. Because forward-looking statements
are inherently subject to risks and uncertainties, you should not rely on these forward-looking statements as predictions of future events.
Any forward-looking statement made by Aziyo in this Current Report on Form 8-K is based only on information currently available and speaks
only as of the date on which it is made. Except as required by applicable law, Aziyo expressly disclaims any obligations to publicly update
any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future
developments or otherwise.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
104 |
| Cover Page Interactive Data File (formatted as Inline XBRL document) |
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 hereunto duly authorized.
|
AZIYO BIOLOGICS, INC. |
|
|
|
Date: March 20,
2023 |
By: |
/s/ Matthew Ferguson |
|
|
Matthew Ferguson |
|
|
Chief Financial Officer |
Aziyo Biologics (NASDAQ:AZYO)
Historical Stock Chart
From Mar 2024 to Apr 2024
Aziyo Biologics (NASDAQ:AZYO)
Historical Stock Chart
From Apr 2023 to Apr 2024