8-K
INTELLIGENT BIO SOLUTIONS INC. (INBS)
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): December 15, 2023
INTELLIGENT
BIO SOLUTIONS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39825 | 82-1512711 |
|---|---|---|
| (State<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS employer<br><br> <br>identification no.) |
142West, 57th Street, 11th Floor
NewYork, NY 10019
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (646) 828-8258
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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.01 par value | INBS | The<br> Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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. ☐
Item8.01 Other Events.
As previously disclosed in the Current Report on Form 8-K filed by Intelligent Bio Solutions Inc. (the “Company”) on November 17, 2023, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) on November 16, 2023, regarding its non-compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. The letter notified the Company that its stockholders’ equity, reported at $1,236,558 in the Quarterly Report on Form 10-Q for the period ending September 30, 2023, did not meet the Nasdaq Capital Market’s minimum stockholders’ equity requirement of $2,500,000 for continued listing as per Nasdaq Listing Rule 5550(b)(1). Nasdaq gave the Company until January 2, 2024, to submit a plan to regain compliance with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1).
On December 15, 2023, the Company submitted a compliance plan to Nasdaq that included a pro forma balance sheet as of October 31, 2023 (the “Balance Sheet”). The Balance Sheet showed that the Company’s stockholders’ equity as of October 31, 2023, was $4,240,629, which was primarily the result of the of a public offering of the Company’s securities that closed on October 4, 2023. The Balance Sheet is attached to this Current Report as Exhibit 99.1.
Item9.01. Financial Statements and Exhibits.
(d) Exhibits
| No. | Description |
|---|---|
| 99.1 | Pro Forma Balance Sheet as of October 31, 2023 |
| 104 | Cover<br> Page Interactive Data File (embedded within the 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.
| Date:<br> December 18, 2023 | ||
|---|---|---|
| INTELLIGENT BIO SOLUTIONS INC. | ||
| By: | /s/ Spiro Sakiris | |
| Name: | Spiro<br> Sakiris | |
| Title: | Chief<br> Financial Officer |
Exhibit 99.1
Pro Forma Balance Sheet
| September 30, 2023<br> (Unaudited) | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Current assets: | |||||
| Cash and cash equivalents | 2,283,403 | $ | 186,401 | ||
| Accounts receivable, net | 189,279 | 567,510 | |||
| Inventories, net | 1,009,410 | 965,091 | |||
| Research and development tax incentive receivable | 551,261 | 559,588 | |||
| Other current assets | 303,322 | 413,305 | |||
| Total current assets | 4,336,675 | 2,691,895 | |||
| Property and equipment, net | 553,642 | 664,922 | |||
| Operating lease right-of-use assets | 464,071 | 471,532 | |||
| Intangible assets, net | 4,770,470 | 4,872,141 | |||
| TOTAL ASSETS | 10,124,858 | $ | 8,700,490 | ||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||
| Current liabilities: | |||||
| Accounts payable and accrued expenses | 2,078,866 | $ | 3,628,797 | ||
| Current portion of operating lease liabilities | 222,652 | 227,414 | |||
| Current portion of deferred grant income | 2,299,900 | 2,240,929 | |||
| Current employee benefit liabilities | 352,445 | 406,964 | |||
| Current portion of notes payable | 352,389 | 341,834 | |||
| Total current liabilities | 5,306,252 | 6,845,938 | |||
| Employee benefit liabilities, less current portion | 27,251 | 27,732 | |||
| Operating lease liabilities, less current portion | 281,421 | 284,028 | |||
| Notes payable, less current portion | 269,305 | 306,234 | |||
| Total liabilities | 5,884,229 | 7,463,932 | |||
| Commitments and contingencies | |||||
| Shareholders’ equity: | |||||
| Common stock, 0.01 par value, 100,000,000 shares authorized, 8,734,381, 2,330,399 shares issued and outstanding as of October 31, 2023 and September 30, 2023, respectively | 87,344 | 23,304 | |||
| Treasury stock, at cost, 1,386 shares as of October 31, 2023, and September 30, 2023, respectively | (14 | ) | (14 | ) | |
| Series E preferred stock, 0.01 par value, 10,000,000 shares authorized, 1,556,962 and shares issued and outstanding as of October 31, 2023 and September 30, 2023 respectively | 15,569 | - | |||
| Additional paid-in capital | 49,865,318 | 46,158,763 | |||
| Accumulated deficit | (45,013,301 | ) | (44,232,777 | ) | |
| Accumulated other comprehensive loss | (592,708 | ) | (593,512 | ) | |
| Total consolidated Intelligent Bio Solutions Inc. equity | 4,362,208 | 1,355,764 | |||
| Non-controlling interest | (121,579 | ) | (119,206 | ) | |
| Total shareholders’ equity | 4,240,629 | 1,236,558 | |||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 10,124,858 | $ | 8,700,490 |
All values are in US Dollars.