Form 6-K GENETIC TECHNOLOGIES For: Mar 06

 

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 March 6, 2015

 

Commission File Number 0-51504

 

GENETIC TECHNOLOGIES LIMITED

(Exact Name as Specified in its Charter)

 

N/A

(Translation of Registrant’s 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:  March 6, 2015

 

	GENETIC TECHNOLOGIES LIMITED
	By:	/s/ Bronwyn Christie
		Name:	Bronwyn Christie
		Title:	Company Secretary

 

2

 

EXHIBIT INDEX

 

Exhibit		Description of Exhibit
99.1		ASX Release, March 6, 2015

 

3

Exhibit 99.1

 

 

ASX ANNOUNCEMENT

6 March, 2015

 

Genetic Technologies Announces AUD$18.6 Million Capital Raising

 

Melbourne, Australia; 6 March 2015: Genetic Technologies Limited (ASX: GTG; NASDAQ: GENE, “Company”) Genetic Technologies Limited (ASX: GTG; NASDAQ: GENE, “Company”) is pleased to announce that it has raised approximately AUD$18.6 million at a weighted average issue price of AUD$0.0372 per ordinary share by way of securing commitments to invest from professional and sophisticated investors in the United States. This follows on from the announcement earlier today that shareholders approved all resolutions put at today’s Extraordinary General Meeting of members (EGM).

 

GTG is selling the securities directly to the U.S. investors and has retained Maxim Group LLC to act as placement agent for GTG in connection with this offering.

 

The offer is an offer of 499,999,950 fully paid ordinary shares, represented by 3,333,333 American Depositary Shares (ADS). Each ADS represents one hundred and fifty (150) ordinary shares in Genetic Technologies Limited. The ADSs are listed on the NASDAQ Capital Market under the symbol “GENE” and our ordinary shares are listed on the Australian Securities Exchange under the symbol “GTG”.

 

Receipt of funds and issue of the shares is expected to be completed by the end of next week upon the closing of the capital raising. No further shareholder approval is required prior to the issue of these shares.

 

The funds raised under the Financing will be used to support the Company’s medium-term capital requirements and, together with existing cash reserves, will support the Company’s refocused US molecular diagnostics (“MDx”) market and commercialisation of the Company’s lead breast cancer risk test, BREVAGenplus®.

 

Eutillio Buccilli, Genetic Technologies’ Chief Executive Officer, commented:

 

“The Board is extremely pleased by both the approval by shareholders of all resolutions at the extraordinary general meeting this morning and our successful securing of commitments for approximately AUD$18.6 million further capital on the above terms. The capital raised will significantly enhance the Company’s long term future and ability to achieve its growth potential.”.

 

FOR FURTHER INFORMATION PLEASE CONTACT

 

Mr. Eutillio Buccilli	Candice Knoll (USA)
Chief Executive Officer	Blueprint Life Science Group
Genetic Technologies Limited	+1 (415) 375 3340, Ext. 105
+61 3 8412 7050

 

Genetic Technologies Limited · Website: www.gtglabs.com · Email: [email protected]          ABN 17 009 212 328

Registered Office · 60-66 Hanover Street Fitzroy Victoria 3065 Australia · Postal Address P.O. Box 115 Fitzroy Victoria 3065 Australia Phone +61 3 8412 7000 · Fax +61 3 8412 7040

 

 

 

About Genetic Technologies Limited

 

Genetic Technologies is a molecular diagnostics company that offers predictive testing and assessment tools to help physicians proactively manage women’s health. The Company’s lead product, BREVAGenplus®, is a clinically validated risk assessment test for non-hereditary breast cancer and is first in its class. BREVAGenplus® improves upon the predictive power of the first generation BREVAGen test and is designed to facilitate better informed decisions about breast cancer screening and preventive treatment plans. BREVAGenplus® expands the application of BREVAGen from Caucasian women to include African-Americans and Hispanics, and is directed towards women aged 35 years or above, who have not had breast cancer and have one or more risk factors for developing breast cancer.

 

The Company has successfully launched the first generation BREVAGen test across the U.S. via its U.S. subsidiary Phenogen Sciences Inc. and the addition of BREVAGenplus®, launched in October 2014, significantly expands the applicable market. The Company markets BREVAGenplus® to healthcare professionals in comprehensive breast health care and imaging centres, as well as to obstetricians/gynaecologists (OBGYNs) and breast cancer risk assessment specialists (such as breast surgeons).

 

For more information, please visit www.brevagenplus.com and www.phenogensciences.com.

 

Safe Harbor Statement

 

Any statements in this press release that relate to the Company’s expectations are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act. The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees. Since this information may involve risks and uncertainties and are subject to change at any time, the Company’s actual results may differ materially from expected results. Additional risks associated with Genetic Technologies’ business can be found in its periodic filings with the SEC.