WISA TECHNOLOGIES Files 8-K: Material Agreement & Financials

Ticker: DVLT · Form: 8-K · Filed: Nov 15, 2024 · CIK: 1682149

Sentiment: neutral

Topics: material-agreement, financials

TL;DR

WISA TECHNOLOGIES signed a big deal and dropped financials. Check it out.

AI Summary

On November 14, 2024, WISA TECHNOLOGIES, INC. entered into a Material Definitive Agreement, the details of which are not fully disclosed in this filing. The company also reported its results of operations and financial condition, along with a Regulation FD Disclosure. The filing includes financial statements and exhibits.

Why It Matters

This 8-K filing indicates a significant event for WISA TECHNOLOGIES, INC. involving a material definitive agreement and the disclosure of financial results, which could impact investor understanding of the company's current standing and future prospects.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and financial results, which are significant events that could introduce volatility or provide clarity, depending on the specifics not fully detailed here.

Key Players & Entities

FAQ

What is the nature of the Material Definitive Agreement entered into by WISA TECHNOLOGIES, INC. on November 14, 2024?

The filing states that WISA TECHNOLOGIES, INC. entered into a Material Definitive Agreement on November 14, 2024, but the specific details of this agreement are not provided in the excerpt.

What information is provided regarding WISA TECHNOLOGIES, INC.'s results of operations and financial condition?

The filing indicates that WISA TECHNOLOGIES, INC. reported its results of operations and financial condition, but the specific financial details are not included in this excerpt.

What is the filing date and the earliest event date reported?

The filing is dated November 15, 2024, and the earliest event reported is November 14, 2024.

What is the company's state of incorporation and fiscal year end?

WISA TECHNOLOGIES, INC. is incorporated in Delaware and its fiscal year ends on December 31.

What are the former names of WISA TECHNOLOGIES, INC. and when did the name changes occur?

The company was formerly known as Summit Wireless Technologies, Inc. (name change on 20180914), Summit Semiconductor Inc. (name change on 20180501), and SUMMIT SEMICONDUCTOR (name change on 20180416).

Filing Stats: 1,083 words · 4 min read · ~4 pages · Grade level 11.8 · Accepted 2024-11-15 09:10:16

Key Financial Figures

Filing Documents

01

Item 1.01 Entry into a Material Definitive Agreement. Amendment to Asset Purchase Agreement As previously disclosed, on September 4, 2024, WiSA Technologies, Inc. (the "Company") entered into an asset purchase agreement (the "Asset Purchase Agreement") with Data Vault Holdings Inc., a Delaware corporation (the "Data Vault"), pursuant to which the Company has agreed to purchase, assume and accept from Data Vault all of the rights, title and interests in, to and under the assets and interests used in the acquired business, and products and services solely to the extent they utilize the transferred assets, including certain patents, trademarks, and software source code. On November 14, 2024, the Company and Data Vault entered into amendment to the Asset Purchase Agreement (the "Asset Purchase Agreement Amendment"). Pursuant to the Asset Purchase Agreement Amendment, the parties agreed to amend the definition of Acquired Business to Acquired Assets, to better describe the transferred asset. The parties also updated the schedules describing the transferred assets. Pursuant to the Asset Purchase Agreement Amendment, the parties also agreed to amend the definition of Key Employees to only include Nathaniel Bradley and Brett Moyer, and revise the initial terms of the Promissory Note (as defined in the Asset Purchase Agreement) by adding a floor price of $1.116, and clarifying that all the payments made by the Company to Data Vault will be reduced by the amount owned by Data Vault to the Company under certain senior secured promissory notes. Except as stated above, the Asset Purchase Agreement Amendment does not make any other substantive changes to the Asset Purchase Agreement. A copy of the Asset Purchase Agreement Amendment is filed with this Current Report on Form 8-K ("Form 8-K") as Exhibit 2.1 and is incorporated herein by reference, and the foregoing description of the Asset Purchase Agreement Amendment is qualified in its entirety by reference thereto.

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On November 15, 2024, the Company issued a press release announcing its financial and business highlights for the quarter ended September 30, 2024. The press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. Additionally, on November 15, 2024, the Company will host a conference call to deliver to the Company's stockholders a presentation of the Company's third quarter results. The Company released presentation materials that incorporate, among other items, the Company's third quarter 2024 update, recent business highlights and update regarding the asset purchase with Data Vault. The presentation materials for the conference call are attached as Exhibit 99.2 to this Form 8-K and are incorporated herein by reference. The information contained in Item 2.02 of this Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act") or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On November 15, 2024, the Company issued a press release announcing the filing of its preliminary proxy statement with the U.S. Securities and Exchange Commission in connection with the Company's 2024 annual meeting of stockholders (the "Annual Meeting"). At the Annual Meeting, the Company's stockholders will be entitled to vote on a number of proposals, including, among others, a proposal to approve the transactions contemplated by the Asset Purchase Agreement, as amended. The press release is attached as Exhibit 99.3 to this Form 8-K and is incorporated herein by reference. The information contained in Item 7.01 of this Form 8-K, including Exhibit 99.3, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 2.1* Amendment to the Asset Purchase Agreement. 99.1 Earnings Press Release, dated November 15, 2024. 99.2 Presentation Materials of the Company 99.3 Proxy Statement Press Release, dated November 15, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule to the SEC upon request.

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. Date: November 15, 2024 WISA TECHNOLOGIES, INC. By: /s/ Brett Moyer Name: Brett Moyer Title: Chief Executive Officer

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