SEC Filing Summary: Amedica Corporation (8-K)
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Amedica Corporation (not Sintx Technologies, Inc.) on November 9, 2017. The report details a material modification to the rights of security holders involving a reverse stock split approved by stockholders on October 10, 2017.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity figures. The primary financial metric disclosed is the reduction in outstanding share count:
- Pre-split shares: Approximately 36.26 million
- Post-split shares: Approximately 3 million
- Par value: Remained unchanged at $0.01 per share
Material Changes
The Board of Directors implemented a 1-for-12 reverse stock split effective November 10, 2017. Key changes include:
- Share Conversion: Every 12 pre-split shares were converted into 1 post-split share.
- Fractional Shares: No fractional shares were issued; entitlements were rounded up to the next whole share. No cash was paid in lieu of fractional shares.
- Trading: The stock began trading on a split-adjusted basis on The Nasdaq Capital Market on November 10, 2017.
- CUSIP: The CUSIP number was changed to 023435 407.
- Adjustments: Convertible securities, options, and warrants were proportionately adjusted for the split, including exercise prices and share counts.
Guidance, Outlook, and Risks
The filing contains no management guidance, financial outlook, or discussion of risks and contingencies beyond the mechanics of the stock split. The document notes that the discussion is qualified by reference to the full text of the Certificate of Amendment.
Investor Verification Checklist
- Verify the new CUSIP number (023435 407) for trading purposes.
- Confirm the adjusted number of shares held post-split, noting the rounding up of fractional entitlements.
- Review the adjusted exercise prices and share counts for any outstanding options or warrants.
- Check the Certificate of Amendment (Exhibit 3.1) for the full legal text of the capital structure change.