Aspira Women's Health Files 8-K on Material Agreements
Ticker: AWHL · Form: 8-K · Filed: Jul 2, 2024 · CIK: 926617
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-action
TL;DR
Aspira Women's Health filed an 8-K detailing material agreements and equity sales as of June 30.
AI Summary
Aspira Women's Health Inc. filed an 8-K on July 2, 2024, reporting on events as of June 30, 2024. The filing indicates a material definitive agreement, unregistered sales of equity securities, and other events, including financial statements and exhibits. The company was formerly known as Vermillion, Inc., Ciphergen Biosystems Inc., and Abiotic Systems.
Why It Matters
This 8-K filing signals significant corporate actions, including potential new agreements and equity transactions, which could impact the company's financial structure and future operations.
Risk Assessment
Risk Level: medium — The filing mentions unregistered sales of equity securities and material definitive agreements, which can introduce financial and operational risks.
Key Players & Entities
- Aspira Women's Health Inc. (company) — Registrant
- Vermillion, Inc. (company) — Former company name
- Ciphergen Biosystems Inc (company) — Former company name
- Abiotic Systems (company) — Former company name
- June 30, 2024 (date) — Date of earliest event reported
- July 2, 2024 (date) — Date of report
FAQ
What is the nature of the material definitive agreement mentioned in the filing?
The filing indicates an 'Entry into a Material Definitive Agreement' as an item of disclosure, but the specific details of the agreement are not provided in the provided text.
What were the circumstances of the unregistered sales of equity securities?
The filing lists 'Unregistered Sales of Equity Securities' as an item, but the details regarding the terms, amount, or recipients of these sales are not present in the excerpt.
What other events are reported in this 8-K filing?
The filing notes 'Other Events' and 'Financial Statements and Exhibits' as additional items of disclosure, but the specifics are not detailed in the provided text.
When did Aspira Women's Health Inc. change its name from Vermillion, Inc.?
The filing states the date of name change from Vermillion, Inc. was August 24, 2007.
What is Aspira Women's Health Inc.'s fiscal year end?
The company's fiscal year ends on December 31.
Filing Stats: 734 words · 3 min read · ~2 pages · Grade level 10.7 · Accepted 2024-07-02 09:16:28
Key Financial Figures
- $0.001 — ch registered Common Stock, par value $0.001 per share AWH The Nasdaq Stock Mark
- $1.53 — 's Common Stock, at a purchase price of $1.53 per share of Common Stock and accompany
- $2.25 — are exercisable at an exercise price of $2.25 per share and have a term of exercise e
- $1.935 m — cement are expected to be approximately $1.935 million, before deducting estimated offer
Filing Documents
- awh-20240630.htm (8-K) — 47KB
- awh-ex4_1.htm (EX-4.1) — 156KB
- awh-ex10_1.htm (EX-10.1) — 245KB
- awh-ex99_1.htm (EX-99.1) — 22KB
- img245972787_0.jpg (GRAPHIC) — 912KB
- 0000950170-24-080040.txt ( ) — 1897KB
- awh-20240630.xsd (EX-101.SCH) — 25KB
- awh-20240630_htm.xml (XML) — 5KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement On June 30, 2024, Aspira Women's Health, Inc. (the "Company") entered into a securities purchase agreement (the " Purchase Agreement ") with certain existing accredited shareholders and Company insiders ("the " Purchasers ") for the issuance and sale in a private placement (the " Private Placement ") of (i) 1,264,739 shares of the Company's common stock, par value $0.001 (the " Common Stock ") and (ii) warrants (the " Common Warrants ") to purchase up to 1,264,739 shares of the Company's Common Stock, at a purchase price of $1.53 per share of Common Stock and accompanying warrants. The Common Warrants are exercisable at an exercise price of $2.25 per share and have a term of exercise equal to three years from the date of issuance. The closing of the Private Placement is expected to occur by July 8, 2024, subject to the satisfaction of customary closing conditions. The gross proceeds to the Company from the Private Placement are expected to be approximately $1.935 million, before deducting estimated offering expenses payable by the Company. The Company intends to use the net proceeds received from the Private Placement for ongoing commercial activities as well as general corporate purposes and working capital. The Purchase Agreement contains customary representations and warranties, agreements and obligations, conditions to closing and termination provisions. The foregoing descriptions of terms and conditions of the Purchase Agreement and the Common Warrants, do not purport to be complete and are qualified in their entirety by the full text of the form of the Purchase Agreement and the form of the Common Warrant, which are attached hereto as Exhibits 10.1 and 4.1, respectively.
02 Unregistered Sales of Equity Securities
Item 3.02 Unregistered Sales of Equity Securities. The information contained in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02.
01 Other Events
Item 8.01 Other Events. On July 1, 2024, the Company issued a press release announcing the Private Placement. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Form of Common Warrant 10.1 Form of Securities Purchase Agreement 99.1 Press Release dated July 1, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
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. Aspira Women's Health Inc. Date: July 2, 2024 By: /s/ Nicole Sandford Nicole Sandford, Chief Executive Officer