Energy Focus Files 8-K: Material Agreement & Equity Sales
Ticker: EFOI · Form: 8-K · Filed: Mar 29, 2024 · CIK: 924168
| Field | Detail |
|---|---|
| Company | Energy Focus, INC/De (EFOI) |
| Form Type | 8-K |
| Filed Date | Mar 29, 2024 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $1.59, $450,143, b |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, equity-sale, 8-k
TL;DR
Energy Focus signed a big deal and sold some stock, filing it all on 3/29.
AI Summary
On March 28, 2024, Energy Focus, Inc. entered into a material definitive agreement, the details of which are not fully disclosed in this filing. The company also reported on unregistered sales of equity securities and filed financial statements and exhibits. The filing was made on March 29, 2024.
Why It Matters
This 8-K filing indicates significant corporate activity for Energy Focus, Inc., including a new material agreement and equity transactions, which could impact its financial standing and future operations.
Risk Assessment
Risk Level: medium — The filing mentions a material definitive agreement and unregistered sales of equity securities, which can introduce financial and operational risks.
Key Players & Entities
- ENERGY FOCUS, INC. (company) — Registrant
- March 28, 2024 (date) — Date of Earliest Event Reported
- March 29, 2024 (date) — Filing Date
- 001-36583 (company) — SEC File Number
- 94-3021850 (company) — IRS Employer Identification Number
- 32000 Aurora Road Suite B Solon OH 44139 (company) — Principal Executive Offices Address
- 440-715-1300 (company) — Registrant's Phone Number
FAQ
What is the nature of the material definitive agreement entered into by Energy Focus, Inc. on March 28, 2024?
The filing does not disclose the specific details or terms of the material definitive agreement.
What type of equity securities were sold in the unregistered sales reported by Energy Focus, Inc.?
The filing mentions unregistered sales of equity securities but does not specify the type of securities.
What are the key items reported in this 8-K filing?
The key items reported are Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, and Financial Statements and Exhibits.
When was this 8-K form filed with the SEC?
This 8-K form was filed on March 29, 2024.
What is the principal business address of Energy Focus, Inc.?
The principal business address is 32000 Aurora Road Suite B, Solon, OH 44139.
Filing Stats: 655 words · 3 min read · ~2 pages · Grade level 10.8 · Accepted 2024-03-29 12:13:12
Key Financial Figures
- $0.0001 — ich registered Common Stock, par value $0.0001 per share EFOI The Nasdaq Stock Market
- $1.59 — ck"), for a purchase price per share of $1.59. Aggregate gross proceeds to the Comp
- $450,143, b — the Private Placement is approximately $450,143, before offering expenses payable by the C
Filing Documents
- efoi-20240328.htm (8-K) — 29KB
- 0001628280-24-013734.txt ( ) — 151KB
- efoi-20240328.xsd (EX-101.SCH) — 2KB
- efoi-20240328_lab.xml (EX-101.LAB) — 22KB
- efoi-20240328_pre.xml (EX-101.PRE) — 13KB
- efoi-20240328_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. Private Placement and Securities Purchase Agreements On March 28, 2024, Energy Focus, Inc. (the "Company") entered into certain securities purchase agreements (the "Purchase Agreements") with certain accredited investors (the "Purchasers"), pursuant to which the Company agreed to issue and sell in a private placement (the "Private Placement") an aggregate of 283,109 shares (the "Shares") of the Company's common stock, par value $0.0001 per share (the "Common Stock"), for a purchase price per share of $1.59. Aggregate gross proceeds to the Company in respect of the Private Placement is approximately $450,143, before offering expenses payable by the Company. The Private Placement was closed on March 28, 2024. The Private Placement was priced at the "Minimum Price" as defined under the Listing Rule 5635(d) of The Nasdaq Stock Market LLC ("Nasdaq"), which is the lower of: (i) the closing price (as reflected on Nasdaq.com); or (ii) the average closing price of the common stock (as reflected on Nasdaq.com) for the five trading days immediately preceding the signing of the binding agreement. As a result, shareholder approval is exempted. Further, the issuance and sale of the Shares pursuant to the Purchase Agreements are not being registered under the Securities Act of 1933, as amended (the "Securities Act"), and were made pursuant to certain exemptions from registration, including Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder, in reliance on the representations and covenants of the Purchasers under the Purchase Agreements.
02. Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities. The disclosure under Item 1.01 of this Current Report on Form 8-K are incorporated by reference into this Item 3.02.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. Exhibits. Exhibit Number Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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. Dated: October 5, 2023 ENERGY FOCUS, INC. By: /s/ Chiao Chieh Jay Huang Name: Chiao Chieh Jay Huang Title: Chief Executive Officer