Eyevia, Inc. Reports Material Agreement and Financial Obligations

TL;DR

Eyevia just dropped an 8-K detailing a material agreement, new financial obligations, and equity sales. Watch this space.

AI Summary

On November 22, 2024, Eyevia, Inc. entered into a material definitive agreement related to a direct financial obligation. The company also reported on the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement. Additionally, the filing details unregistered sales of equity securities and changes in its board of directors and officer compensation.

Why It Matters

This filing indicates significant financial activities and potential changes in corporate governance for Eyevia, Inc., which could impact its financial standing and strategic direction.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements, financial obligations, and unregistered equity sales, which can introduce financial and operational risks.

Key Players & Entities

• EYENOVIA, INC. (company) — Registrant
• November 22, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — h registered) Common stock, par value $0.0001 per share EYEN The Nasdaq Stock Mar
• $15.0 million — an aggregate principal amount of up to $15.0 million to be delivered in multiple tranches. A
• $10.1 million — of November 19, 2024, the Company owed $10.1 million in principal and accrued interest under
• $0 — , at a price per share of approximately $0.1052, which was based on the five tradi
• $20,000 — Regulation S-K. Mr. Jones will receive $20,000 for his consulting services to the Comp

Filing Documents

• tm2429359d1_8k.htm (8-K) — 34KB
• tm2429359d1_ex10-1.htm (EX-10.1) — 28KB
• tm2429359d1_ex10-2.htm (EX-10.2) — 62KB
• 0001104659-24-122380.txt ( ) — 316KB
• eyen-20241122.xsd (EX-101.SCH) — 3KB
• eyen-20241122_lab.xml (EX-101.LAB) — 33KB
• eyen-20241122_pre.xml (EX-101.PRE) — 22KB
• tm2429359d1_8k_htm.xml (XML) — 4KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement. First Amendment to Loan and Security Agreement On November 22, 2024, Eyenovia, Inc. (the "Company") entered into the First Amendment (the "First Amendment") to the Supplement (the "Supplement") to that certain Loan and Security Agreement, dated November 22, 2022 (the "Loan and Security Agreement") with Avenue Capital Management II, L.P., as administrative agent and collateral agent, Avenue Venture Opportunities Fund, L.P., as a lender ("Avenue 1") and Avenue Venture Opportunities Fund II, L.P., as a lender (together with Avenue 1, the "Lenders"). As previously disclosed, the Loan and Security Agreement, as supplemented by the Supplement, provides for term loans in an aggregate principal amount of up to $15.0 million to be delivered in multiple tranches. As of November 19, 2024, the Company owed $10.1 million in principal and accrued interest under the facility. Amounts outstanding under the facility bear interest at an annual rate equal to the greater of (a) 7.0% and (b) the prime rate as reported in The Wall Street Journal plus 4.45% (the "Interest Rate"). The maturity date is November 1, 2025. Pursuant to the First Amendment, the Lenders agreed to defer principal and interest payments on amounts outstanding until the end of February 2025. Deferred interest will accrue on the outstanding principal amount at the Interest Rate. The foregoing descriptions of the Loan and Security Agreement and the Supplement do not purport to be complete and are qualified in their entirety by reference to the full text of the Loan and Security Agreement and the Supplement, copies of which were filed as Exhibits 10.30 and 10.31, respectively, to the Annual Report on Form 10-K filed by the Company on March 31, 2023. The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the First Amendment, a copy of which is filed as Exhibit 10.1 to t

03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained in Item 1.01 of this Form 8-K under the heading " First Amendment to Loan and Security Agreement " is incorporated into this Item 2.03 by reference.

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information contained in Item 1.01 of this Form 8-K under the heading " Subscription Agreement " is incorporated into this Item 3.02 by reference.

02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As part of the Company's restructuring process, effective November 22, 2024 (the "Effective Date"), Andrew D. Jones transitioned out of his position as Chief Financial Officer, Treasurer and Secretary of the Company and will serve as a part-time consultant of the Company until December 31, 2024. There were no disagreements between Mr. Jones and the Company, and this transition is not related to the operations, policies or practices of the Company or any issues regarding accounting policies or practices. On the Effective Date, Michael Rowe, Chief Executive Officer of the Company and a member of the board of directors of the Company (the "Board"), was appointed to the roles of Principal Financial Officer, Treasurer and Secretary. Mr. Rowe has been the Chief Executive Officer and a member of the Board since August 2022. Prior to these roles, he served as the Company's Corporate Vice President from 2018 to 2021 and the Chief Operating Officer from 2021 until being named Chief Executive Officer. Previously, Mr. Rowe was the Executive Director of Marketing for Aerie Pharmaceuticals Inc., where he was pivotal in the commercialization of their glaucoma franchise. Before that, Mr. Rowe spent 12 years at Allergan plc, where he found the health economics department, led strategic planning and new pharmaceutical and device product commercialization for the global glaucoma franchise and found the competitive intelligence function across the company. During this time, Mr. Rowe also served as the Company's liaison with Senju Pharmaceuticals (a current stockholder and licensee of Eyenovia) and was instrumental in the successful launch of multiple glaucoma products in the Japanese market. There are no arrangements or understandings between Mr. Rowe and any other persons pursuant to which he was appointed as Principal Financ

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 10.1 First Amendment to Supplement to Loan and Security Agreement, dated as of November 22, 2024, by and among Eyenovia, Inc., Avenue Capital Management II, L.P., Avenue Venture Opportunities Fund, L.P. and Avenue Venture Opportunities Fund II, L.P. 10.2 Subscription Agreement, dated as of November 22, 2024, by and among Eyenovia, Inc., Avenue Venture Opportunities Fund, L.P. and Avenue Venture Opportunities Fund II, L.P. 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. EYENOVIA, INC. Dated: November 25, 2024 By: /s/ Michael Rowe Michael Rowe Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR