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
Date of Report (Date of earliest event reported): June 3, 2020
CHINA JO-JO DRUGSTORES, INC.
(Exact name of Registrant as specified in charter)
| Nevada | 001-34711 | 98-0557852 | ||
| (State or other jurisdiction of Incorporation) |
(Commission File No.) | (IRS Employer Identification No.) |
Hai Wai Hai Tongxin Mansion Floor 6 Gong Shu District,
Hangzhou City, Zhejiang Province, People’s Republic of China, 310008
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: +86-571-88219579
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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule14a-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) | Name of each exchange on which registered | ||
| Common Stock | CJJD | NASDAQ Capital 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. ☐
| Item 7.01 | Regulation FD Disclosure. |
On June 3, 2020, China Jo-Jo Drugstores, Inc. (the “Company”) issued a press release announcing the closing of its previously announced registered direct offering and concurrent private placement with certain institutional investors to purchase a total of approximately $10 million of its common stock and warrants to purchase common stock. The full text of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
| Item9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press release of China Jo-Jo Drugstores, Inc. dated June 3, 2020 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 3, 2020
| CHINA JO-JO DRUGSTORES, INC. | ||
| By: | /s/ Lei Liu | |
| Name: | Lei Liu | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
China Jo-Jo Drugstores Announces the Closing of $10 Million Registered Direct Offering
HANGZHOU, China, June 3, 2020 /PRNewswire/ -- China Jo-Jo Drugstores, Inc. (NASDAQ CM: CJJD) (the "Company" or "China Jo-Jo"), a leading online and offline retailer, wholesale distributor of pharmaceutical and other healthcare products and healthcare provider in China, today announced that it closed its previously announced registered direct offering with certain institutional investors for an aggregate of 5,000,004 shares of the common stock, at a purchase price of $2.00 per share, for aggregate gross proceeds of approximately $10 million to the Company. In a concurrent private placement, the Company issued to the same investors unregistered warrants to purchase up to an aggregate of 3,750,003 shares of the common stock at an exercise price of $2.60 per share. The warrants shall be exercisable six months following issuance and expire five and one-half years from the issuance date.
The Company received net proceeds from the offering in the amount of approximately $9.24 million, after deducting the placement agent fees and the estimated offering expenses payable by the Company.
H.C. Wainwright & Co., LLC acted as exclusive placement agent for the offering.
The shares of common stock described above (but not the warrants or the shares of common stock underlying the warrants) were offered pursuant to a “shelf” registration statement on Form S-3 (File No. 333-230686), which was declared effective by the United States Securities and Exchange Commission (the “SEC”) on April 10, 2019. The shares of common stock were offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. Copies of the final prospectus supplement and the accompanying prospectus relating to the registered direct offering may be obtained at the SEC’s website at http://www.sec.gov. Electronic copies of the prospectus supplement and accompanying prospectus relating to the registered direct offering may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone (646) 975-6996 or e-mail placements@hcwco.com.
The warrants described above were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (the “Act”), and, along with the shares of common stock issuable upon their exercise, have not been registered under the Act, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
About China Jo-Jo Drugstores, Inc.
China Jo-Jo Drugstores, Inc. (“Jo-Jo Drugstores” or the “Company”), is a leading online and offline retailer and wholesale distributor of pharmaceutical and other healthcare products and a provider of healthcare services in China. Jo-Jo Drugstores currently operates an online pharmacy and retail drugstores with licensed doctors on site for consultation, examination and treatment of common ailments at scheduled hours. It is also a wholesale distributor of products similar to those carried in its pharmacies. In addition, Jo-Jo Drugstores cultivates herbs used for traditional Chinese medicine. For more information about the Company, please visit http://jiuzhou360.com. The Company routinely posts important information on its website.
Forward Looking Statement
This press release contains information about the Company's view of its future expectations, plans and prospects that constitute forward-looking statements, such as: statements regarding the registered direct offering of the company’s shares of common stock, including as to the intended use of proceeds. Actual results may differ materially from historical results or those indicated by these forward-looking statements as a result of a variety of factors including, but not limited to, market and other conditions, risks and uncertainties associated with its ability to raise additional funding, its ability to maintain and grow its business, variability of operating results, its ability to maintain and enhance its brand, its development and introduction of new products and services, the successful integration of acquired companies, technologies and assets into its portfolio of products and services, marketing and other business development initiatives, competition in the industry, general government regulation, economic conditions, dependence on key personnel, the ability to attract, hire and retain personnel who possess the technical skills and experience necessary to meet the requirements of its clients, and its ability to protect its intellectual property. The Company's encourages you to review other factors that may affect its future results in the Company's annual reports and in its other filings with the Securities and Exchange Commission.
Company Contact:
Frank Zhao
Chief Financial Officer
+86-571-88077108
frank.zhao@jojodrugstores.com
Steve Liu
Investor Relations Director
steve.liu@jojodrugstores.com
Investor Relations Contact:
Tina Xiao
Ascent Investor Relations LLC
+1-917-609-0333
tina.xiao@ascent-ir.com