Owlet, Inc. Files 8-K for Material Definitive Agreement
Ticker: OWLTW · Form: 8-K · Filed: Sep 13, 2024 · CIK: 1816708
| Field | Detail |
|---|---|
| Company | Owlet, Inc. (OWLTW) |
| Form Type | 8-K |
| Filed Date | Sep 13, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.0001, $3.70, $11.6 m, $4.63 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, filing, corporate-action
TL;DR
Owlet just signed a big deal, filing an 8-K. Watch this space.
AI Summary
On September 11, 2024, Owlet, Inc. entered into a Material Definitive Agreement. The filing also includes financial statements and exhibits related to this agreement. Owlet, Inc. is incorporated in Delaware and headquartered in Lehi, Utah.
Why It Matters
This filing indicates a significant new agreement for Owlet, Inc., which could impact its business operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.
Key Numbers
- 001-39516 — SEC File Number (Identifies the company's filing history with the SEC.)
- 85-1615012 — IRS Employer Identification No. (Tax identification number for the company.)
Key Players & Entities
- Owlet, Inc. (company) — Registrant
- September 11, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- Lehi, Utah (location) — Principal executive offices
- Sandbridge Acquisition Corp (company) — Former company name
FAQ
What is the nature of the Material Definitive Agreement entered into by Owlet, Inc. on September 11, 2024?
The filing does not specify the details of the Material Definitive Agreement, only that one was entered into on September 11, 2024.
What is Owlet, Inc.'s primary business?
Owlet, Inc. is in the business of Measuring & Controlling Devices, NEC, as indicated by its SIC code [3829].
When did Owlet, Inc. change its name from Sandbridge Acquisition Corp?
The date of the name change from Sandbridge Acquisition Corp to Owlet, Inc. was July 2, 2020.
Where are Owlet, Inc.'s principal executive offices located?
Owlet, Inc.'s principal executive offices are located at 3300 North Ashton Boulevard, Suite 300, Lehi, Utah 84043.
What is the fiscal year end for Owlet, Inc.?
Owlet, Inc.'s fiscal year ends on December 31st.
Filing Stats: 1,076 words · 4 min read · ~4 pages · Grade level 11.9 · Accepted 2024-09-13 17:16:47
Key Financial Figures
- $0.0001 — hich registered Class A Common Stock, $0.0001 par value per share OWLT New York Stoc
- $3.70 — on Stock"), at a price to the public of $3.70 per Share, less underwriting discounts
- $11.6 m — rsuant to such sales were approximately $11.6 million, prior to deducting underwriting
- $4.63 — March 13, 2025 at an exercise price of $4.63 and has a term of five years from such
Filing Documents
- owlt-20240911.htm (8-K) — 34KB
- exhibit11-closing8xk.htm (EX-1.1) — 420KB
- exhibit41-closing8xk.htm (EX-4.1) — 109KB
- exhibit51-closing8xk.htm (EX-5.1) — 37KB
- exhibit5a.jpg (GRAPHIC) — 6KB
- owlt-20240911_g1.jpg (GRAPHIC) — 34KB
- 0001628280-24-040375.txt ( ) — 939KB
- owlt-20240911.xsd (EX-101.SCH) — 2KB
- owlt-20240911_lab.xml (EX-101.LAB) — 23KB
- owlt-20240911_pre.xml (EX-101.PRE) — 13KB
- owlt-20240911_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. Underwriting Agreement and Warrant On September 11, 2024, Owlet, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Titan Partners Group LLC, a division of American Capital Partners, LLC, as the underwriter (the "Underwriter"), pursuant to which the Company agreed to issue and sell 3,135,136 shares (the "Shares") of its Class A common stock, par value $0.0001 per share ("Common Stock"), at a price to the public of $3.70 per Share, less underwriting discounts and commissions (the "Offering"). The gross proceeds received by the Company at the closing of the Offering, on September 13, 2024 (the "Closing"), pursuant to such sales were approximately $11.6 million, prior to deducting underwriting discounts and commissions and other estimated Offering expenses. Additionally, pursuant to the Underwriting Agreement, the Company issued to American Capital Partners, LLC, an affiliate of the Underwriter (the "Warrant Holder"), in a concurrent private placement as a portion of the underwriting compensation payable to the Underwriter, a warrant to purchase up to 125,405 shares of Common Stock (the "Warrant"). The Warrant is initially exercisable on March 13, 2025 at an exercise price of $4.63 and has a term of five years from such initial exercise date. Pursuant to the customary FINRA rules, the Warrant is subject to a lock-up agreement pursuant to which the Warrant Holder will not sell, transfer, assign, pledge, or hypothecate the Warrant or the securities underlying the Warrant, nor will the Warrant Holder engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Warrant or the underlying securities for a period of 180 days immediately following the commencement of sales of the Offering. The issuance of the Warrant was conducted in a private placement that was exempt from registration under the Securi
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. Exhibit No. Exhibit Description 1.1 Underwriting Agreement, dated as of September 11, 2024, by and between Owlet, Inc., and Titan Partners Group LLC, a division of American Capital Partners, LLC. 4.1 Representative's Purchase Warrant , dated as of September 13, 2024 . 5.1 Opinion of Potter Anderson & Corroon LLP . 23.1 Opinion of Potter Anderson & Corroon LLP (included in Exhibit 5.1). 104 Cover Page Interactive Data File (the cover page XBRL tags are 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. OWLET, INC. Date: September 13, 2024 /s/ Amanda Crawford Amanda Crawford Chief Financial Officer