Peraso Enters Material Definitive Agreement on Feb 6

TL;DR

**Peraso just signed a big deal, could be a game-changer.**

AI Summary

Peraso Inc. filed an 8-K on February 9, 2024, reporting an event that occurred on February 6, 2024, concerning an entry into a material definitive agreement. This filing indicates a significant corporate action, likely a new contract or partnership, that could impact the company's future revenue or operational structure. For investors, this matters because material agreements can be catalysts for growth or, conversely, introduce new risks, directly affecting the stock's valuation and future performance.

Why It Matters

This filing signals a new, significant business arrangement for Peraso Inc., which could be a major driver of future financial results or strategic direction. Investors should investigate the details of this agreement to understand its potential impact on the company's growth prospects and risk profile.

Risk Assessment

Risk Level: medium — The filing indicates a 'material definitive agreement' but lacks specific details, creating uncertainty about its financial implications and potential risks or benefits.

Analyst Insight

A smart investor would monitor Peraso Inc. for subsequent filings (like a 10-K or 10-Q) or press releases that provide specific details about the 'Material Definitive Agreement' to assess its financial impact and strategic implications before making any investment decisions.

Key Players & Entities

• Peraso Inc. (company) — the registrant filing the 8-K
• February 6, 2024 (date) — date of the earliest event reported
• February 9, 2024 (date) — date the 8-K was filed
• 000-32929 (number) — Commission File Number for Peraso Inc.

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share PRSO The Nasdaq Stock Mar
• $2 — s A warrants and Series B warrants, was $2.10, less underwriting discounts and com
• $3.4 million — pre-funded warrants, were approximately $3.4 million. The Company intends to use the net pro
• $2.25 — warrants each have an exercise price of $2.25 per share and are immediately exercisab

Filing Documents

• ea193205-8k_perasoinc.htm (8-K) — 42KB
• ea193205ex1-1_perasoinc.htm (EX-1.1) — 231KB
• ea193205ex10-2_perasoinc.htm (EX-10.2) — 419KB
• ea193205ex99-1_perasoinc.htm (EX-99.1) — 12KB
• ea193205ex99-2_perasoinc.htm (EX-99.2) — 11KB
• ex99-1_001.jpg (GRAPHIC) — 4KB
• ex99-2_001.jpg (GRAPHIC) — 14KB
• 0001213900-24-011840.txt ( ) — 1077KB
• prso-20240206.xsd (EX-101.SCH) — 3KB
• prso-20240206_lab.xml (EX-101.LAB) — 33KB
• prso-20240206_pre.xml (EX-101.PRE) — 22KB
• ea193205-8k_perasoinc_htm.xml (XML) — 3KB

01 Entry

Item 1.01 Entry into a Material Definitive Agreement. On February 6, 2024, Peraso Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with Ladenburg Thalmann & Co. Inc., as the sole underwriter (the "Underwriter"), relating to the issuance and sale in a public offering (the "Offering") of: (i) 480,000 shares of the Company's common stock, par value $0.001 per share (the "Common Stock"), (ii) pre-funded warrants to purchase up to 1,424,760 shares of Common Stock, (iii) Series A warrants to purchase up to 3,809,520 shares of Common Stock, (iv) Series B warrants to purchase up to 3,809,520 shares of Common Stock, and (v) up to 285,714 additional shares of Common Stock, Series A warrants to purchase up to 571,428 shares of Common Stock and Series B warrants to purchase up to 571,428 shares of Common Stock that may be purchased pursuant to a 45-day option to purchase additional securities granted to the Underwriter by the Company. The Underwriter partially exercised this option on February 7, 2024 for 82,500 shares of Common Stock, Series A warrants to purchase up to 165,000 shares of Common Stock and Series B warrants to purchase up to 165,000 shares of Common Stock. The combined public offering price of each share of Common Stock, together with the accompanying Series A warrants and Series B warrants, was $2.10, less underwriting discounts and commissions. The combined public offering price of each pre-funded warrant, together with the accompanying Series A warrants and Series B warrants, was $2.099, less underwriting discounts and commissions. The Offering, including the additional shares of Common Stock, Series A warrants and Series B warrants sold pursuant to the partial exercise of the Underwriter's option, closed on February 8, 2024. The net proceeds from the Offering, including the additional shares of Common Stock, Series A warrants and Series B warrants sold pursuant to the partial exercise of the Underwriter's option

01 Regulation

Item 7.01 Regulation FD Disclosure. On February 6, 2024, the Company issued a press release announcing the pricing of the Offering, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K. On February 8, 2024, the Company issued a press release announcing the closing of the Offering and the partial exercise of the Underwriter's option, a copy of which is furnished as Exhibit 99.2 to this Current Report on Form 8-K. In accordance with General Instruction B.2 of Form 8-K, the information furnished under Item 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, is deemed to be "furnished" and shall not be deemed "filed" for the purpose of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information and Exhibits be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act. 2

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 1.1* Underwriting Agreement, dated February 6, 2024, by and between the Company and Ladenburg Thalmann & Co. Inc. 4.1 Form of Series A Warrant (incorporated by reference to Exhibit 4.15 to the Company's Form S-1/A, as filed with the Securities and Exchange Commission on February 5, 2024) . 4.2 Form of Series B Warrant (incorporated by reference to Exhibit 4.16 to the Company's Form S-1/A, as filed with the Securities and Exchange Commission on February 5, 2024) . 4.3 Form of Pre-Funded Warrant (incorporated by reference to Exhibit 4.16 to the Company's Form S-1, as filed with the Securities and Exchange Commission on January 23, 2024) . 4.4 Form of Underwriter Warrant (incorporated by reference to Exhibit 4.17 to the Company's Form S-1, as filed with the Securities and Exchange Commission on January 23, 2024) . 10.1 Form of Lock-Up Agreement (incorporated by reference to Exhibit 10.30 to the Company's Form S-1, as filed with the Securities and Exchange Commission on January 23, 2024) . 10.2 Warrant Agency Agreement, dated February 8, 2024, by and between the Company and Equiniti Trust Company, LLC. 99.1 Press Release of Peraso Inc., dated February 6, 2024 . 99.2 Press Release of Peraso Inc., dated February 8, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Certain schedules, exhibits and similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish copies of such omitted materials supplementally upon request by the Securities and Exchange Commission. 3 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. PERASO INC. Date: February 9, 2024 By: /s/ James Sullivan James Sullivan Chief Financial Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR