AEye, Inc. Files 8-K: Material Agreement & Equity Sales

TL;DR

AEye filed an 8-K on Jan 3, 2025, reporting a material agreement and equity sales.

AI Summary

On January 3, 2025, AEye, Inc. filed an 8-K report detailing a material definitive agreement. The filing also covers unregistered sales of equity securities and includes financial statements and exhibits. AEye, Inc. is incorporated in Delaware and operates in the motor vehicle parts and accessories sector.

Why It Matters

This filing indicates significant corporate activity for AEye, Inc., including a new material agreement and the issuance of equity, which could impact its financial structure and future operations.

Risk Assessment

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

Key Players & Entities

• AEye, Inc. (company) — Registrant
• January 3, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 37-1827430 (identifier) — IRS Employer Identification No.
• 001-39699 (identifier) — Commission File Number
• 4670 Willow Road (address) — Business address

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share LIDR The Nasdaq Stock Marke
• $3,240,000 — an aggregate principal amount of up to $3,240,000 with a certain institutional investor (
• $3,000,013.20 — ,000 for an aggregate purchase price of $3,000,013.20 (the " Note ") and (ii) a warrant (the
• $2 — t a per share conversion price equal to $2.22, subject to adjustments noted in the
• $0.30 — ) the greater of (x) the floor price of $0.30 and (y) 90% of the VWAP (as defined in

Filing Documents

• ss4290690_8k.htm (8-K) — 42KB
• ss4290690_ex0401.htm (EX-4.1) — 313KB
• ss4290690_ex0402.htm (EX-4.2) — 137KB
• ss4290690_ex1001.htm (EX-10.1) — 279KB
• ss4290690_ex1002.htm (EX-10.2) — 168KB
• 0000947871-25-000004.txt ( ) — 1395KB
• lidr-20250103.xsd (EX-101.SCH) — 4KB
• lidr-20250103_def.xml (EX-101.DEF) — 26KB
• lidr-20250103_lab.xml (EX-101.LAB) — 36KB
• lidr-20250103_pre.xml (EX-101.PRE) — 25KB
• ss4290690_8k_htm.xml (XML) — 6KB

01

Item 1.01. Entry into a Material Definitive Agreement. On January 2, 2025, AEye, Inc. (" AEye " or the " Company ") entered into a Securities Purchase Agreement (the " Purchase Agreement ") to finance an aggregate principal amount of up to $3,240,000 with a certain institutional investor (the " Purchaser "). At the closing under the Purchase Agreement, which will occur upon certain customary conditions being satisfied as provided in the Purchase Agreement, the Company will issue to the Purchaser (i) a senior unsecured convertible promissory note in the aggregate principal amount of $3,240,000 for an aggregate purchase price of $3,000,013.20 (the " Note ") and (ii) a warrant (the " Warrant ") to purchase up to 805,263 shares of the Company's common stock, par value $0.0001 per share (the " Common Stock "). The Note, subject to an original issue discount of 7.4%, has a term of eighteen months and accrues interest at the rate of 7.0% per annum. The Note is convertible into Common Stock, at a per share conversion price equal to $2.22, subject to adjustments noted in the Note (the " Conversion Price "). Pursuant to the Note, commencing on the date that is 90 days from the date of the closing, and on the first trading day of each month thereafter and the Maturity Date (as defined in the Note) (each, an " Installment Date ") until the Note is fully redeemed, the Company is generally obligated to pay the holder of the Note an amount equal to the sum of (A) (x), with respect to any Installment Date other than the Maturity Date, one-fifteenth of the initial principal amount under the Note and (y), with respect to the Installment Date that is the Maturity Date, the principal amount then outstanding under the Note as of such Installment Date, (B) any Deferral Amount (as defined in the Note) deferred pursuant to the terms of the Note; (C) any Acceleration Amount (as defined in the Note) accelerated pursuant to the terms of the Note and (D), in each of the foregoing, the sum

02

Item 3.02. Unregistered Sales of Equity Securities. The information contained above in Item 1.01 is hereby incorporated by reference into this Item 3.02. The securities referred to in this Current Report on Form 8-K are being issued and sold by the Company to the Purchaser in reliance upon the exemptions from the registration requirements of the Securities Act afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder.

01

Item 9.01. Financial Statement and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Form of Senior Unsecured Convertible Promissory Note to be issued by the Company pursuant to and in accordance with the Securities Purchase Agreement. 4.2 Form of Common Stock Purchase Warrant to be issued by the Company pursuant to and in accordance with the Securities Purchase Agreement. 10.1* Securities Purchase Agreement by and between AEye, Inc. and the purchaser named in the signature pages thereto, dated January 2, 2025. 10.2 Registration Rights Agreement by and between AEye, Inc. and the party named in the signature pages thereto, dated January 2, 2025. 104 Cover Page Interactive Data File (formatted as Inline XBRL). * Schedules, exhibits and similar supporting attachments to this exhibit are omitted pursuant to Item 601(b)(2) of Regulation S-K. We agree to furnish a supplemental copy of any omitted schedule or similar attachment 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. AEye, Inc. Dated: January 3, 2025 By: /s/ Andrew S. Hughes Andrew S. Hughes Senior Vice President, General Counsel & Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR