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): April 10, 2013

 

InspireMD, Inc.


(Exact name of registrant as specified in its charter)

 

Delaware

 

000-54335

 

26-2123838

(State or other jurisdiction
of incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

4 Menorat Hamaor St.

Tel Aviv, Israel

 

67448

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 972-3-691-7691

 

_______________________________________________________

(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:

 

¨ 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))

 

 
 

 

Item 8.01 Other Events.

 

On April 10, 2013, InspireMD, Inc. (the “Company”) announced the pricing of an underwritten public offering of 12,500,000 shares of its common stock at a price to the public of $2.00 per share. The net proceeds to the Company from this offering are expected to be approximately $22.6 million, after deducting underwriting discounts and commissions and other estimated offering expenses. The offering is expected to close on or about April 16, 2013, subject to customary closing conditions. The Company also has granted the underwriters a 30-day option to purchase up to an additional 1,875,000 shares to cover over-allotments, if any.

 

The Company also announced that, effective as of April 11, 2013, its common stock will begin trading on the NYSE MKT under the symbol “NSPR.” In connection with its listing on the NYSE MKT, the Company’s common stock will cease trading on the OTC Bulletin Board.

 

A copy of the press release announcing these events is attached as Exhibit 99.1 to this Current Report on Form 8-K and is hereby incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit
Number
  Description
99.1   Press Release dated April 10, 2013

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  inspiremd, inc.
     
     
Date: April 11, 2013 By: /s/ Craig Shore
    Name: Craig Shore
    Title: Chief Financial Officer

 

 
 

 

EXHIBIT INDEX

 

 

Exhibit
Number
  Description
99.1   Press Release dated April 10, 2013