FORM 6-K
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
dated August 6, 2019
Commission File Number 0-51504
GENETIC TECHNOLOGIES LIMITED
(Exact Name as Specified in its Charter)
N/A
(Translation of Registrants Name)
60-66 Hanover Street
Fitzroy
Victoria 3065 Australia
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the Report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: August 6, 2019
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GENETIC TECHNOLOGIES LIMITED | |
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By: |
/s/ Justyn Stedwell |
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Name: |
Justyn Stedwell |
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Title: |
Company Secretary |
ASX Market Announcement |
OPERATIONAL UPDATE BLOCKCHAIN ACTIVITIES
Melbourne, Australia, 6 August 2019: Genetic Technologies Limited (ASX: GTG; Nasdaq: GENE, Company), provides the following update relating to its blockchain related activities.
Framework Agreement between Blockchain Global (BCG) and GTG
On 2 August 2018 a Framework Agreement between Blockchain Global (BCG) and GTG was announced. The blockchain opportunities to GTG to leverage off GTGs existing genetics testing platform, existing CLIA approved laboratory and long history in genomics, along with BCGs blockchain experience, with the proposed issue of 486,000,000 shares to BCG in 3 tranches subject to the achievement of certain milestones. The Framework Agreement clearly articulates the process by which a BCG alliance opportunity once introduced, will be considered and reviewed by GTG to qualify for the award of milestone shares. The Framework Agreement was put to GTG shareholders 29 November 2018 for approval and the relevant resolution was approved by shareholders, however, to date no shares have been issued under the Framework Agreement and no milestones specified have been achieved. The share price of GTG needs to reach and remain at a minimum of 2.5c prior to any milestone shares being issued. Any rights to the 486,000,000 milestone shares upon achievement of milestones lapse between 27 December 2019 and 27 June 2020.
Blockshine Health Joint Venture
In December 2018, the Joint Venture Agreement was executed between GTGs wholly-owned subsidiary Gene Ventures Pty. Ltd. (49%) and Blockshine Technology Corporation (51%). GTGs obligation under that Agreement was to provide $250,000 in seed funding, which was forwarded on 4 January 2019. GTG was to gain economic benefits from the JV by leveraging GTGs existing Genetic Testing Platform and existing CLIA approved laboratory. GTG Director George Muchnicki was appointed as GTGs representative Director on the Blockshine Health Board.
As a result of the establishment of the Blockshine Health JV, all such blockchain related investment opportunities previously intended to be contemplated by GTG under Framework Agreement were to be channelled directly to the BlockShine Health Joint Venture entity.
The Blockshine Health Joint Venture Agreement was terminated on 6 August 2019.
GTG did not receive any formal requests for resources or further input or consideration into any blockchain based projects via the Blockshine Health Joint Venture. As such, GTG has been very focused on its core genetic testing business activities this past calendar year and considers termination of the JV Agreement will have no material adverse impact on Company operations.
Please refer to the Companys announcement on 6 August 2019 for more information regarding this joint venture and its termination.
Genetic Technologies Limited |
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60-66 Hanover Street |
www.gtglabs.com |
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Fitzroy Victoria 3065 |
info@gtglabs.com |
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Australia |
ABN 17 009 212 328 |
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+61 3 8412 7000 |
Project Shivom
The Agreement with Shivom was signed on 2 March 2018. The Parties commenced discussions to:
1. Have Shivom provide genetic population data for the development of an Indian market polygenic predictive diabetes test to be developed by GTG and thereafter a further pipeline of genetic tests
2. Utilise GTGs CLIA laboratory facilities and develop a regulatory approval strategy for the distribution of completed products
The Parties have not progressed further with the undertakings contained in the Agreement in recent times.
GTGs intention in its future development of blockchain based projects
GTG is yet to receive any formal requests for resources or further input or consideration into any blockchain based projects, whether that be via the previous Blockshine Health Joint Venture, BCG or from any other party. As such, GTG intends to remain focused on its core genetic testing business activities and are not currently considering any blockchain related projects.
GTGs intention in relation to its Board composition
There is no present intention of the Board to change its composition.
Justyn Stedwell
Company Secretary
On behalf of the Board of Directors
Genetic Technologies Limited
About Genetic Technologies Limited
Genetic Technologies Limited (ASX: GTG; Nasdaq: GENE) is a diversified molecular diagnostics company. GTG offers cancer predictive testing and assessment tools to help physicians proactively manage patient health. The Companys lead products GeneType for Breast Cancer for non-hereditary breast cancer and GeneType for Colorectal Cancer are clinically validated risk assessment tests and are first in class.
Genetic Technologies is developing a pipeline of risk assessment products.
For more information, please visit www.gtglabs.com
ASX Market Announcement |
CANCELLATION BLOCKSHINE HEALTH JV AGREEMENT
Melbourne, 6 August 2019, Genetic Technologies Limited (GTG or Company) provides the following update on the current suspension of its securities from trading on ASX and announces the cancellation of the Blockshine Health Joint Venture Agreement.
In December 2018, a Joint Venture Agreement was executed between GTGs wholly-owned subsidiary Gene Ventures Pty. Ltd. and Blockshine Technology Corporation. GTGs obligation under that Agreement was to provide $250,000 in seed funding to joint venture vehicle Blockshine Health Pty Ltd (BSH) for a 49% ownership interest, which was forwarded on 4 January 2019. GTG was to gain economic benefits from the JV by leveraging GTGs existing Genetic Testing Platform and existing CLIA approved laboratory.
The Company considers that BSH was an associate of a related party of the Company on the basis that:
· Mr. Sam Lee was a director and related party of GTG as at the JV agreement date; and
· The spouse of Sam Lee who was also a related party of GTG as at the JV agreement date held 100% of shares in Blockshine Technology;
· Blockshine Technology is a related party of GTG by virtue of being an entity controlled by a related party of GTG; and
· BSH is a subsidiary of Blockshine Technology which holds 51% of shares in BSH.
On the date of the Companys entry into the JV Agreement, the Company breached ASX Listing Rule 10.1.4 by virtue of its agreement to make the payment of AU$250,000 under the JV Agreement to BSH, an associate of a related party of the Company, without first obtaining the approval of the shareholders of the Company.
At the time of negotiating and entering into the JV Agreement, the Company sought legal advice from its former lawyers, who drafted the JV Agreement and provided legal advice on the transaction. At no stage was the requirement to obtain shareholder approval for the purposes of ASX Listing Rule 10.1.4 raised by GTGs former legal advisors or considered by GTG. The Company considers the breach an unfortunate and inadvertent oversight.
The Company also notes that an investment amount of just AU$15,000 less (AU$235,000) into BSH would not have required approval under ASX Listing Rule 10.1 and thus not breached the ASX Listing Rules.
Genetic Technologies Limited |
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60-66 Hanover Street |
www.gtglabs.com |
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Fitzroy Victoria 3065 |
info@gtglabs.com |
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Australia |
ABN 17 009 212 328 |
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+61 3 8412 7000 |
ASX suspended the Company for breach of Listing Rule 10.1 on 2 August 2019 and required the Company to take corrective action. One form of corrective action was to cancel the transaction. Accordingly, the Company has taken such corrective action in that the JV Agreement has been terminated effective 6 August 2019.
GTG did not receive any formal requests for resources or further input or consideration into any blockchain based projects via the Blockshine Health Joint Venture. As such, GTG has been very focused on its core genetic testing business activities this past calendar year and considers termination of the JV Agreement will have no material adverse impact on Company operations.
ENDS
About Genetic Technologies Limited
Genetic Technologies Limited (ASX: GTG; Nasdaq: GENE) is a diversified molecular diagnostics company. GTG offers cancer predictive testing and assessment tools to help physicians proactively manage patient health. The Companys lead products GeneType for Breast Cancer for non-hereditary breast cancer and GeneType for Colorectal Cancer are clinically validated risk assessment tests and are first in class.
Genetic Technologies is developing a pipeline of risk assessment products.
For more information, please visit www.gtglabs.com
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