UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

                                   

 

FORM 8-K

 

CURRENT REPORT

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

 

Date of Report (Date of earliest event reported):  April 4, 2017

 

ITUS CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

000-11254

11-2622630

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer

Identification No.)

 

 

12100 Wilshire Boulevard, Suite 1275

Los Angeles, CA

90025

(Address of principal executive offices)

(Zip Code)

 

 

Registrant’s telephone number, including area code:  (310) 484-5200

                                                                                     

 

(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 to the registrant under any of the following provisions:

 

o        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



 

 

Item 7.01         Regulation FD Disclosure

 

On April 4, 2017, ITUS Corporation (the "Company") issued a press release announcing the closing of its rights offering. The rights offering was made pursuant to the Company's effective registration statement on Form S-3 (Reg. No. 333-206782) on file with the U.S. Securities and Exchange Commission (the "SEC"). The Company raised gross proceeds of approximately $4.7 million before payment of dealer manager fee and other expenses, through the issuance of 1,989,207 shares of common stock in the rights offering. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

 

In accordance with General Instruction B.2 of Form 8-K, the information contained in Exhibit 99.1 furnished as an exhibit hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section, and shall not be deemed incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

 

Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits
 
The following exhibits are filed with this Current Report on Form 8-K:
 
Exhibit No.           Description
 
99.1           Press Release dated April 4, 2017

 

 

 

 

 

 
 
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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.

 

Dated: April 4, 2017

 

ITUS CORPORATION

By:     

/s/ Robert A. Berman

Name: Robert A. Berman

Title: President and Chief Executive Officer

 

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