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 | (Commission | (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)
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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