Current Report Filing (8-k)
06 May 2014 - 8:01PM
Edgar (US Regulatory)
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 1,
2014
THE ALKALINE WATER COMPANY
INC.
Exact name of registrant as specified in its
charter)
Nevada |
000-55096 |
EIN 99-0367049 |
(State or other jurisdiction |
(Commission |
(IRS Employer |
of incorporation) |
File Number) |
Identification No.) |
7730 E Greenway Road Ste. 203
Scottsdale, AZ
85260
(Address of principal executive offices and Zip
Code)
Registrants telephone number, including area code: (480)
656-2423
Not Applicable
(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))
Item 3.02 Unregistered Sales of Equity Securities.
The information contained in Item 8.01 of this current report
on Form 8-K is responsive to this item.
Item 8.01 Other Events.
On May 1, 2014, we completed the offering and sale of an
aggregate of 17,333,329 shares of our common stock and warrants to purchase an
aggregate of 8,666,665 shares of our common stock, for aggregate gross proceeds
of $2,599,999.35. Each share of common stock we sold in the offering was
accompanied by a warrant to purchase one-half of a share of common stock at an
exercise price of $0.15 per share for a period of five years from the date of
issuance. Each share of common stock and warrant was sold at a price of
$0.15.
These securities were sold pursuant to the securities purchase
agreement dated April 28, 2014 and have been registered under the Securities Act
of 1933 pursuant to our registration statement on Form S-1, as amended (No.
333-192599), which was declared effective by the Securities and Exchange
Commission on April 16, 2014.
Pursuant to the engagement agreement dated March 12, 2014 with
H.C. Wainwright & Co., LLC (Wainwright), Wainwright agreed to act
as our exclusive placement agent in connection with the offering. Pursuant to
the engagement agreement, we paid Wainwright a cash placement fee equal to 8% of
the aggregate gross proceeds from the offering, or $208,000, and a
non-accountable expense allowance equal to 1% of the aggregate gross proceeds
from the offering, or $26,000. In addition, we issued warrants to purchase an
aggregate of 5.5% of the aggregate number of shares of our common stock sold in
the offering, or 953,333, to Wainwright and its designees. These warrants have
an exercise price of $0.1875 per share and expire on April 16, 2019. In issuing
these warrants, we relied on an exemption from the registration requirements of
the Securities Act of 1933 provided by Section 4(a)(2) of the Securities Act of
1933.
Item 9.01 Financial Statements and Exhibits
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.
THE ALKALINE WATER COMPANY INC.
/s/ Steven P.
Nickolas |
|
Steven P. Nickolas |
|
President, Chief Executive Officer and Director |
|
May 5, 2014
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