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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities ExchangeAct of 1934
Date
of Report (Date of earliest event reported): September 2, 2025
LUNAI
BIOWORKS, INC.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-38751 |
|
45-2259340 |
| (State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
2080
Century Park East, Suite 906
Los Angeles,
CA 90067
(Address
of principal executive offices)
+1
(305) 918-1980
(Registrant’s
telephone number, including area code)
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)) |
Securities registered
pursuant to Section 12(b) of theAct:
| Title
of Each Class |
Trading
Symbol |
Name of
Each Exchange on Which Registered |
| Common Stock, par value
$0.0001 per share |
RENB |
The Nasdaq Stock Market
LLC |
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 ExchangeAct 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. ☐
Item 8.01. Other Events.
On September 2, 2025, the
Court of Amsterdam (the “Court”) declared bankrupt Gedi Cube B.V. (“Gedi”), an indirect subsidiary of Lunai Bioworks,
Inc. (“Lunai”), and appointed Mr. M.M. Dellebeke as the receiver in the bankruptcy. Gedi filed a voluntary petition seeking
a declaration of bankruptcy due to its inability to make payments as they became due. The Company is monitoring potential impacts on its
supply chain, customer relationships, and ongoing projects that were previously supported by Gedi. Management is implementing contingency
plans to mitigate any business disruption. Neither Lunai nor any of its other subsidiaries are filing for bankruptcy protection, and Lunai
and its other subsidiaries will continue to operate their businesses as usual.
Item 2.06 – Material Impairments
In connection with the bankruptcy described in Item
8.01, management determined on September 2, 2025 that a material impairment of assets has occurred. The Company expects to record an impairment
charge for the quarter ending September 30, 2025, however, is unable to make a good faith estimate of the same or the cash expenditures
resulting from the impairment charge, if any, at the time of this filing. The Company expects to report the impairment charge in its quarterly
report on Form 10-Q for the quarter ended September 30, 2025 or sooner if available.
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.
| |
LUNAI BIOWORKS, INC. |
| |
|
| |
By: |
/s/ David Weinstein |
| |
Name: |
David Weinstein |
| |
Title: |
Chief Executive Officer |
Date:September 5, 2025
