Filing of Certain Prospectuses and Communications in Connection With Business Combination Transactions (425)
09 Enero 2023 - 3:55PM
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
January 9, 2023
Date of Report (Date of earliest event reported)
Berkeley Lights, Inc.
(Exact name of registrant as specified in its
charter)
Delaware |
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35-2415390 |
(State or other jurisdiction
of incorporation) |
|
(I.R.S. Employer
Identification No.) |
001-39388
(Commission File Number)
|
|
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5858 Horton Street, Suite 320 |
|
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Emeryville, California |
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94608 |
(Address of principal executive offices) |
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(Zip Code) |
(510) 858-2855
(Registrant’s telephone number, including
area code)
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:
x |
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading
symbol(s) |
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Name of each exchange
on which registered |
Common stock, $0.00005 par value |
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BLI |
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The Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
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. ¨
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Item 2.02. |
Results of Operations and Financial Condition. |
On January 9, 2023, Berkeley Lights, Inc. (the “Company”)
issued a press release announcing certain preliminary financial results for the fiscal year ended December 31, 2022. A copy of the press
release is attached hereto as Exhibit 99.1.
The information furnished pursuant to Item 2.02 in this Current Report
on Form 8-K and the press release attached as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section,
nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing.
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Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: January 9, 2023 |
BERKELEY LIGHTS, INC. |
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By: |
/s/ Scott Chaplin |
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Scott Chaplin |
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Chief Legal Officer |
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