Venus Concept Inc. Files 8-K for Material Agreement

TL;DR

Venus Concept signed a big deal, filing an 8-K on Nov 25th.

AI Summary

Venus Concept Inc. entered into a material definitive agreement on November 25, 2025. The filing also includes financial statements and exhibits related to this agreement. The company, formerly known as Restoration Robotics, Inc., is incorporated in Delaware and headquartered in Toronto, Ontario.

Why It Matters

This 8-K filing indicates a significant new agreement for Venus Concept Inc., which could impact its business operations and financial standing.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• Venus Concept Inc. (company) — Registrant
• November 25, 2025 (date) — Date of earliest event reported
• Restoration Robotics, Inc. (company) — Former company name
• Delaware (jurisdiction) — State of incorporation
• Toronto, Ontario (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value per share VERO The Nasdaq
• $5,000,000 — an aggregate principal amount of up to $5,000,000 which amount was subsequently increased
• $28,237,906.85 — ch amount was subsequently increased to $28,237,906.85. Borrowings under the Bridge Financing
• $2,237,906.85 — a term loan in the principal amount of $2,237,906.85. The second drawdown under the Loan an
• $1,000,000 — ty Agreement in the principal amount of $1,000,000. The third drawdown under the Loan and
• $1,200,000 — ty Agreement in the principal amount of $1,200,000. The sixth drawdown under the Loan and
• $1,500,000 — ty Agreement in the principal amount of $1,500,000. The seventh drawdown under the Loan a
• $3,000,000 — ty Agreement in the principal amount of $3,000,000. The eighth drawdown under the Loan an
• $2,300,000 — ty Agreement in the principal amount of $2,300,000. The ninth drawdown under the Loan and
• $2,000,000 — ty Agreement in the principal amount of $2,000,000. The tenth drawdown under the Loan and

Filing Documents

• ef20060307_8k.htm (8-K) — 42KB
• ef20060307_ex10-1.htm (EX-10.1) — 55KB
• ef20060307_ex10-2.htm (EX-10.2) — 50KB
• 0001140361-25-044007.txt ( ) — 293KB
• vero-20251125.xsd (EX-101.SCH) — 4KB
• vero-20251125_lab.xml (EX-101.LAB) — 21KB
• vero-20251125_pre.xml (EX-101.PRE) — 16KB
• ef20060307_8k_htm.xml (XML) — 4KB

01

Item 1.01. Entry into a Material Definitive Agreement. MSLP Consent Agreement On November 30, 2025, Venus Concept Inc. (the "Company"), Venus Concept USA, Inc., a wholly-owned subsidiary of the Company ("Venus USA" or "Borrower"), Venus Concept Canada Corp., a wholly-owned Canadian subsidiary of the Company ("Venus Canada"), and Venus Concept Ltd., a wholly-owned Israeli subsidiary of the Company ("Venus Israel" and together with the Company, Venus USA and Venus Canada, the "Loan Parties"), entered into a Consent Agreement with Madryn Health Partners, LP ("Madryn") and Madryn Health Partners (Cayman Master), LP ("Madryn Cayman," and together with Madryn, the "Lenders" or the "Holders") (the "Consent Agreement"). The Consent Agreement granted relief under the Loan and Security Agreement (Main Street Priority Loan), dated December 8, 2020, among the Lenders, as lenders, and Venus USA, as borrower (the "MSLP Loan Agreement"), such that (i) certain minimum liquidity requirements under the MSLP Loan Agreement are waived through December 31, 2025, and (ii) Venus USA is permitted to apply the December 8, 2025 cash interest payment due under each Note (as defined in the Consent Agreement) to the respective outstanding principal balance of each Note. The foregoing description of the Consent Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Consent Agreement, a copy of which is filed hereto as Exhibit 10.1. Twenty Second Bridge Loan Amendment On November 30, 2025, the Loan Parties entered into a Twenty Second Bridge Loan Amendment Agreement with the Lenders (the "Twenty Second Bridge Loan Amendment"). The Twenty Second Bridge Loan Amendment amended that certain Loan and Security Agreement, dated April 23, 2024, among Venus USA, as borrower, the Company, Venus Canada and Venus Israel, as guarantors, and the Lenders, as lenders (as amended from time to time, the "Bridge Loan"), such that (i) the maturity da

Financial Statements and Exhibits

Financial Statements and Exhibits. Exhibit No. Description 10.1 Consent Agreement, dated November 30, 2025, by and among Venus Concept Inc., Venus Concept Canada Corp., Venus Concept USA Inc., Venus Concept Ltd., Madryn Health Partners, LP and Madryn Health Partners (Cayman Master), LP 10.2 Twenty Second Amendment to Bridge Loan Agreement, dated November 30, 2025, by and among Venus Concept USA, Inc., Venus Concept Inc., Venus Concept Canada Corp., Venus Concept Ltd., Madryn Health Partners, LP and Madryn Health Partners (Cayman Master), LP 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, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VENUS CONCEPT INC. Date: December 2, 2025 By: /s/ Domenic Della Penna Domenic Della Penna Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR