Alpha Teknova Files 8-K: Agreements, Financials, Equity Sales

TL;DR

Teknova dropped an 8-K: new deals, financial updates, and equity sales. Check it out.

AI Summary

Alpha Teknova, Inc. filed an 8-K on March 11, 2024, reporting on several key items including the entry into a material definitive agreement, results of operations and financial condition, and unregistered sales of equity securities. The filing also includes financial statements and exhibits. The company is incorporated in Delaware and its principal executive offices are located at 2451 Bert Drive, Hollister, CA 95023.

Why It Matters

This 8-K filing provides crucial updates on Alpha Teknova's financial performance, operational agreements, and equity transactions, which are important for investors to assess the company's current standing and future prospects.

Risk Assessment

Risk Level: medium — The filing covers material definitive agreements, financial results, and unregistered equity sales, which can indicate significant business developments and potential financial risks or opportunities.

Key Numbers

• 001-40538 — Commission File Number (Identifier for the company's SEC filings)
• 94-3368109 — IRS Employer Identification No. (Company's tax identification number)

Key Players & Entities

• Alpha Teknova, Inc. (company) — Registrant
• March 11, 2024 (date) — Date of earliest event reported
• 2451 Bert Drive, Hollister, CA 95023 (location) — Principal executive offices address
• Delaware (jurisdiction) — State of incorporation

FAQ

Key Financial Figures

• $0.00001 — ch registered Common Stock, par value $0.00001 per share TKNO The Nasdaq Stock Mar
• $52.135 million — ended Credit Agreement, consisting of a $52.135 million senior secured term loan (the "Term Loa
• $5.0 million — t No. 4, the "Amended Term Loan") and a $5.0 million working capital facility. The Amended
• $42 million — e months ending December 31, 2024, from $42 million to $34 million. Amendment No. 5 also re
• $34 million — December 31, 2024, from $42 million to $34 million. Amendment No. 5 also removed those req
• $34.0 million — the immediately preceding month and (y) $34.0 million. In addition, Amendment No. 5 also remo
• $9.0 million — eased the minimum cash requirement from $9.0 million to $10.0 million. Finally, Amendment No
• $10.0 million — m cash requirement from $9.0 million to $10.0 million. Finally, Amendment No. 5 conditions th
• $38.0 million — eceding twelve-month period of at least $38.0 million down from $45.0 million. The Amended Cr
• $45.0 million — iod of at least $38.0 million down from $45.0 million. The Amended Credit Agreement is unmodi
• $2.9934 — ommon Stock") with an exercise price of $2.9934 per share, subject to adjustment as pro

Filing Documents

• tkno-20240311.htm (8-K) — 55KB
• tkno-ex4_1.htm (EX-4.1) — 125KB
• tkno-ex10_1.htm (EX-10.1) — 97KB
• tkno-ex10_2.htm (EX-10.2) — 91KB
• tkno-ex99_1.htm (EX-99.1) — 538KB
• img201297901_0.jpg (GRAPHIC) — 367KB
• 0000950170-24-029226.txt ( ) — 1575KB
• tkno-20240311.xsd (EX-101.SCH) — 31KB
• tkno-20240311_htm.xml (XML) — 5KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On March 8, 2024, Alpha Teknova, Inc. (the "Company") entered into limited waivers and amendments (collectively "Amendment No. 5") to (i) the May 10, 2022, Amended and Restated Credit and Security Agreement (Term Loan), as amended on November 8, 2022, March 28, 2023, July 13, 2023, and September 19, 2023 and (ii) the May 10, 2022, Amended and Restated Credit and Security Agreement (Revolving Loan) as amended on November 8, 2022, March 28, 2023, July 13, 2023 and September 19, 2023 (together, the "Amended Credit Agreement"), in each case with the Company as borrower and with MidCap Financial Trust ("MidCap") as agent and lender, and the additional lenders from time to time party thereto. Amendment No. 5 modifies the credit facility established under the Amended Credit Agreement, consisting of a $52.135 million senior secured term loan (the "Term Loan" or, as amended by Amendment No. 4, the "Amended Term Loan") and a $5.0 million working capital facility. The Amended Credit Agreement includes minimum net revenue requirements that are measured on a trailing twelve-month basis and a minimum cash requirement. The Company determined that it was not in compliance with the trailing twelve months minimum net revenue covenant as of November 30, 2023 and January 31, 2024. Amendment No. 5 includes a waiver from MidCap of the revenue covenant violation for each of the periods ending November 30, 2023 and January 31, 2024. Amendment No. 5 reduced these requirements for future periods up to and including for the twelve months ending December 31, 2024—for example, the Company's minimum net revenue requirement was reduced for the twelve months ending December 31, 2024, from $42 million to $34 million. Amendment No. 5 also removed those requirements for the periods ending January 31, 2025 through December 31, 2025, instead requiring that for each applicable twelve-month period ending after December 31, 2024, the Company's min

02. Results of Operations and Financial Condition

Item 2.02. Results of Operations and Financial Condition. On March 11, 2024, Alpha Teknova, Inc. (the "Company") issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2023 (the "Press Release"). A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Item 2.02, including the Press Release, is intended to be furnished under Item 2.02 and Item 9.01 of Form 8-K and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

02. Unregistered Sale of Equity Securities

Item 3.02. Unregistered Sale of Equity Securities. The disclosure in Item 1.01 of this Current Report regarding the Common Warrant is incorporated by reference into this Item 3.02. The Common Warrant was issued to MidCap Funding XXVII in a transaction exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), in reliance on Section 4(a)(2) thereof and Rule 506 of Regulation D thereunder. MidCap Funding XXVII has represented to the Company that it is an "accredited investor," as defined in Regulation D, and will acquire such warrant for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof. The Common Warrant will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. Neither this Current Report on Form 8-K nor the Warrant is an offer to sell or the solicitation of an offer to buy shares of Common Stock or any other securities of the Company.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Common Warrant to Purchase Common Stock of Alpha Teknova, Inc. issued to MidCap Funding XXVII on March 8, 2024. 10.1 * Limited Waiver and Amendment No. 5 to the Amended and Restated Credit and Security Agreement (Term Loan), by and among Alpha Teknova, Inc. and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto. 10.2 * Limited Waiver and Amendment No. 5 to the Amended and Restated Credit and Security Agreement (Revolving Loan), by and among Alpha Teknova, Inc. and MidCap Financial Trust, as agent and as a lender, and the additional lenders from time to time party thereto. 99.1 Press Release issued by Alpha Teknova, Inc., dated March 11, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Non-material schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant hereby undertakes to furnish supplemental copies of any of the omitted Schedules and exhibits upon request by the SEC. 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. ALPHA TEKNOVA, INC. Date: March 11, 2024 By: /s/ Stephen Gunstream Stephen Gunstream President and Chief Executive Officer

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View this 8-K filing on SEC EDGAR