IRIDEX CORP Files 8-K for Material Agreement and Equity Sales

TL;DR

IRIDEX CORP signs new deal, sells stock.

AI Summary

On August 4, 2024, IRIDEX CORP entered into a Material Definitive Agreement, specifically a Securities Purchase Agreement with an investor. The company also announced unregistered sales of equity securities, details of which are included in this filing. The filing also covers other events and financial statements/exhibits.

Why It Matters

This filing indicates potential new funding or strategic partnerships for IRIDEX CORP through a definitive agreement and equity sales, which could impact its financial position and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can carry inherent risks related to financing and dilution.

Key Players & Entities

• IRIDEX CORP (company) — Registrant
• August 4, 2024 (date) — Date of Report
• Securities Purchase Agreement (agreement) — Material Definitive Agreement

FAQ

Key Financial Figures

• $0.01 — ch Registered Common Stock, par value $0.01 per share IRIX Nasdaq Capital Marke
• $4,200,000 — missory note in the principal amount of $4,200,000 (the "Principal Amount"), for a purchas
• $3,500,000 — cipal Amount"), for a purchase price of $3,500,000 (the "Initial Note") and (ii) a subsequ
• $1,800,000 — rtible promissory note in the amount of $1,800,000 for a purchase price of $1,500,000 (the
• $1,500,000 — t of $1,800,000 for a purchase price of $1,500,000 (the "Subsequent Note" and, together wi
• $2 — ption at an initial conversion price of $2.44, subject to any adjustments set fort
• $0.39 — in a conversion price that is less than $0.39 (such limit, the "Floor Price"). The ou
• $210,000 — 20) consecutive monthly installments of $210,000 (the "Monthly Payments") on each one (1
• $800,000 — he amount of such Monthly Payment up to $800,000; provided that any such increased Month
• $250,000 — t of existing indebtedness in excess of $250,000; (viii) bankruptcy and insolvency proce
• $20,000,000.00 — any's market capitalization being below $20,000,000.00 for ten (10) consecutive days; or (xiv)

Filing Documents

• irix-20240804.htm (8-K) — 73KB
• irix-ex10_1.htm (EX-10.1) — 635KB
• irix-ex99_1.htm (EX-99.1) — 14KB
• 0000950170-24-090371.txt ( ) — 947KB
• irix-20240804.xsd (EX-101.SCH) — 29KB
• irix-20240804_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On August 4, 2024, IRIDEX Corporation (the "Company") entered into a securities purchase agreement (the "Securities Purchase Agreement") with Lind Global Asset Management IX LLC ("Lind"), an entity managed by The Lind Partners, LLC, relating to the issuance and sale to Lind of a senior convertible promissory note in the principal amount of $4,200,000 (the "Principal Amount"), for a purchase price of $3,500,000 (the "Initial Note") and (ii) a subsequent contingent senior convertible promissory note in the amount of $1,800,000 for a purchase price of $1,500,000 (the "Subsequent Note" and, together with the Initial Note, the "Notes")(together with the Securities Purchase Agreement and the Notes, the "Transaction Documents"). The transaction is expected to close on or around August 9, 2024 (the "Initial Closing"), subject to customary closing conditions. The Notes will be convertible into shares of the Company's common stock, $0.01 par value (the "Common Stock" and such shares issued upon conversion, the "Conversion Shares") at Lind's option at an initial conversion price of $2.44, subject to any adjustments set forth in the Notes; provided no such adjustment shall result in a conversion price that is less than $0.39 (such limit, the "Floor Price"). The outstanding principal balance of each Note, after giving effect to any conversion, repayment or redemption (the "Outstanding Principal Amount"), shall be due and payable 24 months from issuance of the applicable Note (the "Maturity Date"), or at such earlier time as determined in the Notes. The Notes will not bear regular interest. Commencing on the date that is one hundred twenty (120) days after the issuance of the applicable Note, provided that no Event of Default (as defined in each of the Notes and further described below) shall have occurred, the Company will repay the Outstanding Principal Amount of such Note in twenty (20) consecutive monthly installment

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information contained above under Item 1.01, to the extent applicable, is hereby incorporated by reference herein. Based in part upon the representations of Lind in the Securities Purchase Agreement, the Offering and the Notes was made in reliance on the exemption afforded by Section 4(a)(2) of the 1933 Act and Rule 506 of Regulation D under the 1933 Act and corresponding provisions of state securities or "blue sky" laws. None of the securities have been registered under the 1933 Act or any state securities laws and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from the registration requirements. The sale of the securities mentioned herein did not involve a public offering and was made without general solicitation or general advertising. The Company relied on this exemption from registration based in part on representations made by Lind. Neither this Current Report on Form 8-K nor any exhibit attached hereto is an offer to sell or the solicitation of an offer to buy shares of Common Stock or other securities of the Company.

01 Other Events

Item 8.01 Other Events The Company issued a press release on August 5, 2024 announcing the Offering. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

01 Exhibits

Item 9.01 Exhibits. Exhibit No. Description 10.1 Securities Purchase Agreement 10.2 Form of Note (included in Exhibit 10.1) 99.1 Press Release dated August 5, 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. IRIDEX CORPORATION By: /s/David I. Bruce David I. Bruce Chief Executive Officer Date: August 5, 2024

View Full Filing

View this 8-K filing on SEC EDGAR