Velo3D Amends Credit Facility, Increases Borrowing Capacity

TL;DR

Velo3D just got a $5M credit line boost and extended its loan deadline to year-end. Good news for cash flow.

AI Summary

On June 10, 2024, Velo3D, Inc. announced a significant amendment to its existing credit agreement with its lender, Bechtle Group GmbH & Co. KG. The amendment allows for an extension of the maturity date of the revolving credit facility from June 30, 2024, to December 31, 2024, and increases the borrowing capacity from $25 million to $30 million. This move aims to provide Velo3D with additional financial flexibility.

Why It Matters

This amendment provides Velo3D with crucial breathing room and increased financial resources, potentially aiding its operational stability and future growth prospects.

Risk Assessment

Risk Level: medium — While the credit amendment provides short-term relief, Velo3D's overall financial health and ability to meet long-term obligations remain a concern.

Key Numbers

• $30M — Increased Borrowing Capacity (The credit facility was increased from $25M to $30M.)
• December 31, 2024 — Extended Maturity Date (The maturity date for the revolving credit facility was extended to year-end.)

Key Players & Entities

• Velo3D, Inc. (company) — Registrant
• Bechtle Group GmbH & Co. KG (company) — Lender
• June 10, 2024 (date) — Date of credit agreement amendment
• June 30, 2024 (date) — Original maturity date of revolving credit facility
• December 31, 2024 (date) — Extended maturity date of revolving credit facility
• $25 million (dollar_amount) — Original borrowing capacity
• $30 million (dollar_amount) — Increased borrowing capacity

FAQ

Key Financial Figures

• $0.00001 — ich registered Common stock, par value $0.00001 per share VLD New York Stock Exchange
• $11.50 — mon stock, each at an exercise price of $11.50 per share VLD WS New York Stock Exchang
• $402.50 — of Common Stock at an exercise price of $402.50 per share. Further, the Company has s

Filing Documents

• vld-20240612.htm (8-K) — 75KB
• vld-31xcertificateofamendm.htm (EX-3.1) — 11KB
• velo3d-991xwarrantnoticess.htm (EX-99.1) — 8KB
• velo3d-992xwarrantnoticesv.htm (EX-99.2) — 10KB
• velo3d-993xwarrantnoticede.htm (EX-99.3) — 18KB
• velo3d-994xwarrantnoticede.htm (EX-99.4) — 9KB
• velo3d-995xwarrantnoticehi.htm (EX-99.5) — 15KB
• velo3d-996xwarrantnoticeap.htm (EX-99.6) — 27KB
• velo3d-997xwarrantnoticeag.htm (EX-99.7) — 9KB
• vld-pressreleasereversesto.htm (EX-99.8) — 14KB
• 0001825079-24-000024.txt ( ) — 406KB
• vld-20240612.xsd (EX-101.SCH) — 2KB
• vld-20240612_def.xml (EX-101.DEF) — 18KB
• vld-20240612_lab.xml (EX-101.LAB) — 32KB
• vld-20240612_pre.xml (EX-101.PRE) — 19KB
• vld-20240612_htm.xml (XML) — 4KB

03 Material Modification of Rights of Security Holders

Item 3.03 Material Modification of Rights of Security Holders. As further described in Item 5.07 of this Current Report on Form 8-K (this "Report"), at the Annual Meeting of Stockholders held on June 10, 2024 (the "Annual Meeting"), the stockholders of Velo3D, Inc., a Delaware corporation (the "Company"), approved an amendment to the Company's Certificate of Incorporation, as amended (the "Charter"), to effect a reverse stock split of the issued and outstanding shares of the Company's common stock, par value $0.00001 per share (the "Common Stock"), at a ratio ranging from 1-for-5 and 1-for-50, with the exact ratio to be set within that range by the Company's board of directors (the "Board"). On June 10, 2024, the Board approved the reverse stock split at a ratio of 1-for-35 (the "Reverse Stock Split"). On June 12, 2024, the Company filed a Certificate of Amendment (the "Certificate of Amendment") to the Charter with the Secretary of State of the State of Delaware to effect the Reverse Stock Split, effective as of June 13, 2024. As a result of the Reverse Stock Split, every 35 shares of Common Stock will be automatically reclassified and converted into one issued and outstanding share of Common Stock. No fractional shares will be issued in connection with the Reverse Stock Split. Any fractional shares resulting from the Reverse Stock Split will be rounded up to the nearest whole share. In connection with the Reverse Stock Split, the CUSIP number for the Common Stock will change to 92259N 203. On June 13, 2024, the Company's Common Stock will begin trading on the New York Stock Exchange on a reverse stock split-adjusted basis. The trading symbol of "VLD" will not change as result of the Reverse Stock Split. The foregoing summary of the terms of the Certificate of Amendment and the Reverse Stock Split does not purport to be complete, and is qualified in its entirety by reference to the Certificate of Amendment, which is filed as Exhibit 3.1 to this Report and i

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. At the Annual Meeting, the Company's stockholders voted on four proposals, each of which is described in more detail in the Company's Definitive Proxy Statement on Schedule 14A (the "Proxy Statement") filed with the Securities and Exchange Commission (the "SEC") on April 29, 2024, as supplemented by the supplement to the Proxy Statement (the "Supplement") filed with the SEC on June 7, 2024. There were 204,533,877 shares of Common Stock present at the Annual Meeting, online or by proxy, which constituted a quorum for the transaction of business. At the Annual Meeting, the Company's stockholders voted on the following proposals: 1. To elect three Class III directors of the Company, each to serve a three-year term expiring at the 2027 Annual Meeting of Stockholders and until such director's successor is duly elected and qualified; 2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024; 3. To approve the Certificate of Amendment to effect a reverse stock split of Common Stock at a ratio, ranging from one-for-five (1:5) to one-for-fifty (1:50), with the exact ratio to be set within that range at the discretion of the Board without further approval or authorization of the Company's stockholders; and 4. To approve for purposes of complying with Section 312.03(c) of the New York Stock Exchange Listed Company Manual, the shares of Common Stock issuable pursuant to the Company's Secured Notes and, if issued, the Additional Secured Convertible Notes (each as defined in the Proxy Statement). The final results for each of these proposals are as follows: Proposal 1: Election of Directors. Nominee Votes For Votes Withheld Broker Non-Votes Bradley Kreger 158,404,798 1,731,240 44,397,839 Gabrielle Toledano 147,186,860 12,949,178 44,397,839 Matthew Walters 142,205,346 17,930,692 44,397,839 As a r

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On June 11, 2024, the Company also issued a press release announcing the Reverse Stock Split, a copy of which is attached hereto as Exhibit 99.8. The information contained in this Item 7.01, including Exhibit 99.8, is being furnished to the SEC and, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

01 Other Events

Item 8.01 Other Events. As described in more detail in the Proxy Statement, as a result of the Reverse Stock Split, the per share exercise prices of the Company's outstanding options and warrants will increase proportionately, and the number of shares of Common Stock issuable upon the exercise of the Company's outstanding options and warrants, or that relate to the Company's restricted stock units and other equity awards, will decrease proportionately, in each case, based on the Reverse Stock Split ratio. The Company has instructed Continental Stock Transfer and Trust Company ("Continental") to send a notice to the holders of the Company's outstanding: (i) public warrants to purchase up to 8,625,000 shares of Common Stock issued in the Company's December 2020 initial public offering (the "Public Warrants"); and (ii) private placement warrants to purchase up to 4,450,000 shares of Common Stock issued in connection with the Company's December 2020 initial public offering (the "Private Placement Warrants"), in each case, pursuant to that certain Warrant Agreement between JAWS Spitfire Acquisition Corporation and Continental, as warrant agent, dated December 7, 2020, informing the holders that, as a result of the Reverse Stock Split, each Public Warrant and Private Placement Warrant will become exercisable for 1/35 th of a share of Common Stock at an exercise price of $402.50 per share. Further, the Company has sent notices to the holders of the Company's outstanding: (i) warrant to purchase up to 70,000 shares of Common Stock issued to Silicon Valley Bank (the "2022 Private Warrant"); (ii) warrants to purchase up to 36,000,000 shares of Common Stock in the Company's December 2024 registered direct offering (the "RDO Warrants"); (iii) warrant to purchase up to 1,800,000 shares of Common Stock issued to A.G.P./Alliance Global Partners ("AGP") in connection with the Company's December 2024 registered direct offering (the "RDO Placement Agent Warrant"); (iv) warrants

01. Financial Statement and Exhibits

Item 9.01. Financial Statement and Exhibits. (d) Exhibits. Exhibit Number Description 3.1 Certificate of Amendment to the Certificate of Incorporation of Velo3D, Inc. 99.1 Form of Notice to Public Warrant and Private Placement Warrant Holders 99.2 Form of Notice to 2022 Private Warrant Holder 99.3 Form of Notice to RDO Warrant Holders 99.4 Form of Notice to RDO Placement Agent Warrant Holder 99.5 Form of Notice to 2024 Private Warrant Holders 99.6 Form of Notice to RBEO Warrant Holders 99.7 Form of Notice to RBEO Placement Agent Warrant Holder 99.8 Press Release issued June 11, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) Portions of this exhibit (indicated with markouts) have been redacted in accordance with Item 601(b)(10)(iv).

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. Velo3D, Inc. Date: June 12, 2024 By: /s/ Bradley Kreger Name: Bradley Kreger Title: Interim Chief Executive Officer

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View this 8-K filing on SEC EDGAR