Business Context and Reporting Period
This Form 8-K Current Report was filed by Processa Pharmaceuticals, Inc. on December 19, 2019. The Company is an emerging growth company incorporated in Delaware. The report details a material corporate action regarding the Company's capital structure.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on a capital structure modification.
Material Changes
- Reverse Stock Split: The Company filed a Certificate of Amendment to effect a one-for-seven reverse stock split of its Common Stock.
- Effective Date: The split became effective at 12:01 a.m. Eastern Time on December 23, 2019.
- Share Count Reduction: The number of outstanding shares was reduced from 38,404,530 to 5,486,362.
- Authorized Shares: The total number of authorized shares of Common Stock or preferred stock remains unchanged.
- Fractional Shares: No fractional shares were issued; holders entitled to fractions received shares rounded up to the nearest whole number.
- CUSIP Update: The new CUSIP number for the Common Stock is 74275C 205.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, outlook, or management commentary regarding future operations. The reverse stock split was approved by the holder of the majority of issued and outstanding shares, with the Board of Directors determining the specific ratio within a previously disclosed range of one-for-four to one-for-ten.
Investor Verification Checklist
- Verify the new CUSIP number (74275C 205) for trading purposes.
- Confirm the adjusted share count of 5,486,362 outstanding shares.
- Review the press release filed as Exhibit 99.1 for additional details on the effectiveness of the split.
- Check for any subsequent filings regarding the Company's financial status, as this 8-K contains no financial metrics.