Item 2.01 Completion of Acquisition or Disposition of Assets.
On November 1, 2017, pursuant to the agreement of the Asset Acquirement Agreement, anachronous August 16, 2017, as adapted (the “Agreement”) by and amid Roka Bioscience, Inc., a Delaware association (the “Company”) and Rokabio, Inc., the Company bankrupt the auction of essentially all of the assets of the Company, excluding its Accounts Receivables (as authentic in the Agreement), accretion $856,000 as of October 31, 2017, (the “Asset Sale”) in an all-cash transaction for an accumulated acquirement amount of $16,500,000.
Pursuant to the agreement of the Agreement, the Company is appropriate to accommodate alteration casework to the Buyer for a aeon of time afterward the closing of the Asset Auction through December 31, 2017 (the “Transition Period”).
The above description of the Agreement is not complete and is able in its absoluteness by advertence to the abounding argument of the Asset Acquirement Agreement, which was filed with the Securities and Exchange Commission (the “SEC”) as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on August 17, 2017 and is congenital herein by reference.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 1, 2017, the Company filed a Certificate of Alteration to its Seventh Adapted and Restated Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware to change its accumulated name to Sorrento Tech, Inc. A Copy of the Certificate of Alteration is absorbed hereto as Exhibit 3.1 and is congenital by advertence herein.
The Company’s accepted b has been assigned a new CUSIP cardinal of 83587V 108. The Company expects that the name change will be able on NASDAQ on November 3, 2017. The Company’s ticker attribute will abide to be “ROKA”.
The name change does not affect the rights of the Company’s aegis holders. Outstanding b certificates apery shares of accepted b of the Company will abide to be accurate and charge not be exchanged in affiliation with the name change.
Item 9.01 Banking Statements and Exhibits
(b) Pro Forma Banking Information
Unaudited pro forma abridged circumscribed banking statements of the Company, which reflect the auction of essentially all the assets of the Company to Rokabio, Inc., will be filed by alteration of this Form 8-K aural four business canicule of the reportable accident declared in Item 2.01.
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