American Bitcoin Corp. — Earnings Release 2020

Sep 23, 2020

8-K/A 1 ea127279-8ka1_akernacorp.htm AMENDMENT NO. 1 TO CURRENT REPORT

Field: Rule-Page

Field: /Rule-Page

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 23, 2020

| AKERNA
CORP. |
| --- |
| (Exact
name of registrant as specified in its charter) |

Delaware	001-39096	83-2242651
(State or other jurisdiction of incorporation)	(Commission File
Number)	(IRS Employer Identification No.)

| 1630
Welton Street, Floor 4, Denver, Colorado | 80202 |
| --- | --- |
| (Address of principal
executive offices) | (Zip Code) |

Registrant’s telephone number, including area code: (888) 932-6537

| Not
Applicable |
| --- |
| (Former name or former
address, if changed since last report) |

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 ( see General Instruction A.2. below):

☐ 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) | Name
of each exchange on which registered |
| --- | --- | --- |
| Common Stock, par value $0.0001 per share | KERN | NASDAQ Capital Market |
| Warrants to purchase one share of Common Stock | KERNW | 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. ☐

Field: Rule-Page

Field: /Rule-Page

Field: Page; Sequence: 1

Field: /Page

Item 2.02 Results of Operations and Financial Condition.

Explanatory Note: Akerna Corp. (the “Company”) previously filed this Current Report on Form 8-K to furnish its press release announcing its financial and operational results and business highlights (the “Original 8-K”). The press release attached as an exhibit to the Original 8-K contained typographical errors in relation to the Company’s reporting of fourth quarter and year end Adjusted EBITDA. The press release attached to this amended Current Report on 8-K corrects that error by adding paratheticals to the reported Adjusted EBITDA numbers, indicating they are negative.

On September 23, 2020, Akerna Corp. (the “Company”) issued a press release announcing financial and operational results and business highlights for the fiscal quarter and year ended June 30, 2020 (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Form 8-K (including Exhibit 99.1) is being “furnished,” and 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 liabilities of that Section nor shall they be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release of Akerna Corp., dated September 23, 2020

Field: Page; Sequence: 2; Options: NewSection; Value: 1

Field: Sequence; Type: Arabic; Name: PageNo 1 Field: /Sequence

Field: /Page

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.

| Dated: September
23, 2020 | |
| --- | --- |
| By: | /s/
Jessica Billingsley |
| | Name:
Jessica Billingsley Title: Chief
Executive Officer |

2

Field: Rule-Page

Field: /Rule-Page