Velo3D Secures $25M Credit Facility, Issues Warrants

TL;DR

Velo3D just got a $25M credit line and issued warrants - watch for dilution!

AI Summary

On July 1, 2024, Velo3D, Inc. entered into a Material Definitive Agreement, specifically a Second Amendment to the Credit Agreement, which creates a direct financial obligation. This amendment involves a new credit facility of $25 million, with an initial draw of $15 million, and includes warrants to purchase common stock. The company also reported unregistered sales of equity securities.

Why It Matters

This financing provides Velo3D with crucial capital to support its operations and growth, while the issuance of warrants could dilute existing shareholders if exercised.

Risk Assessment

Risk Level: medium — The company is taking on new debt and issuing equity-related instruments, which carries financial and dilution risks.

Key Numbers

• $25M — Credit Facility (New financing secured by Velo3D)
• $15M — Initial Draw (Amount drawn from the new credit facility)

Key Players & Entities

• Velo3D, Inc. (company) — Registrant
• July 1, 2024 (date) — Date of Report
• $25 million (dollar_amount) — New Credit Facility Amount
• $15 million (dollar_amount) — Initial Draw Amount

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
• $10.5 million — y 1, 2024 partial redemption payment of $10.5 million (the "July Redemption Payment") over a
• $3.00 — e issuance date at an exercise price of $3.00 per share and expire on the five year a

Filing Documents

• vld-20240701.htm (8-K) — 39KB
• velo-formofwarrantex41tofo.htm (EX-4.1) — 138KB
• velo-thirdnoteamendmentxex.htm (EX-4.2) — 443KB
• velo-letteragreementrenote.htm (EX-10.1) — 68KB
• 0001825079-24-000026.txt ( ) — 986KB
• vld-20240701.xsd (EX-101.SCH) — 2KB
• vld-20240701_def.xml (EX-101.DEF) — 18KB
• vld-20240701_lab.xml (EX-101.LAB) — 32KB
• vld-20240701_pre.xml (EX-101.PRE) — 19KB
• vld-20240701_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Third Amendment to Senior Secured Notes Due 2026 On July 1, 2024, Velo3D, Inc. (the "Company") entered into a third note amendment (the "Third Note Amendment") to its senior secured notes due 2026 (as amended, the "Notes") with the note holders (collectively, the "Note Holders"), and U.S. Bank Trust Company, National Association, as trustee. Pursuant to the Third Note Amendment, the Company and the Note Holders agreed to defer the July 1, 2024 partial redemption payment of $10.5 million (the "July Redemption Payment") over a period of ten equal monthly payments commencing August 1, 2024. In addition, under the terms of the Notes, as amended by the Third Note Amendment, a default under the warrants issued pursuant to the Letter Agreement (as defined below) and the warrants issued to the Note Holders on April 1, 2024, would trigger an event of default under the Notes. Letter Agreement and Warrants In connection with the Third Note Amendment and as consideration for the deferral of the July Redemption Payment, on July 1, 2024, the Company also entered into a letter agreement (the "Letter Agreement") with the Note Holders pursuant to which the Company issued to the Note Holders warrants to purchase 1,650,000 shares of the Company's common stock that are exercisable on the issuance date at an exercise price of $3.00 per share and expire on the five year anniversary of the date on which the Resale Registration Statement (as defined below) is declared effective by the Securities and Exchange Commission ("SEC"). The Note Holders may exercise the warrants by paying the exercise in cash or by reducing the outstanding principal amount under the Notes. The warrants may also be exercised on a cashless basis under certain circumstances. The warrants were issued to the Note Holders, and any shares of common stock issuable upon exercise of the warrants will be issued to the Note Holders, pursuant to the exemption from

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information required by this Item 3.02 relating to the warrants is set forth under Item 1.01 above and is incorporated herein by reference. Each of the Note Holders represented in the warrants, among other things, that it is an "accredited investor" within the meaning of Regulation D promulgated under the Securities Act, and that the acquisition of the warrants is for investment for its own account and not with a view to public resale or distribution within the meaning of the Securities Act, except pursuant to sales registered or exempted under the Securities Act.

01. Financial Statement and Exhibits

Item 9.01. Financial Statement and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Form of Warrant. 4.2* Third Note Amendment, dated July 1, 2024, by and among the Company, High Trail Investments ON LLC and HB SPV I Master Sub LLC. 10.1* Letter Agreement, dated July 1, 2024, by and among the Company, High Trail Investments ON LLC and HB SPV I Master Sub LLC. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Portions of this exhibit have been redacted in accordance with Item 601(b)(10)(iv) of Regulation S-K.

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: July 1, 2024 By: /s/ Bradley Kreger Name: Bradley Kreger Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR