INPIXON Reports Material Agreement, Asset Deal, Unregistered Equity Sales

TL;DR

**INPIXON just completed an asset deal and sold new shares, signaling big changes.**

AI Summary

INPIXON filed an 8-K on January 3, 2024, reporting a material definitive agreement and the completion of an acquisition or disposition of assets on December 27, 2023. This filing also noted unregistered sales of equity securities. For investors, this indicates significant corporate activity, potentially impacting the company's financial structure and future operations, especially given the equity sales which could dilute existing shareholders.

Why It Matters

This filing signals major corporate changes for INPIXON, including potential asset restructuring and new equity issuance, which could affect the company's valuation and shareholder ownership.

Risk Assessment

Risk Level: medium — The filing indicates significant corporate actions like asset disposition and unregistered equity sales, which can introduce uncertainty regarding future financial performance and potential shareholder dilution.

Analyst Insight

A smart investor would seek more details on the 'Material Definitive Agreement' and the 'Acquisition or Disposition of Assets' to understand the strategic implications and assess the impact of the 'Unregistered Sales of Equity Securities' on shareholder value before making any investment decisions.

Key Numbers

• December 27, 2023 — Date of earliest event reported (Indicates when the material definitive agreement, acquisition/disposition, and unregistered equity sales occurred.)
• January 3, 2024 — Filing date (The date the public was informed of these significant corporate events.)

Key Players & Entities

• INPIXON (company) — the registrant filing the 8-K
• Nevada (company) — state of incorporation for INPIXON
• Palo Alto, CA (company) — business address for INPIXON
• 001-36404 (dollar_amount) — Commission File Number
• 88-0434915 (dollar_amount) — I.R.S. Employer Identification No.
• December 27, 2023 (date) — date of earliest event reported
• January 3, 2024 (date) — date the 8-K was filed

Forward-Looking Statements

• INPIXON's stock price may experience volatility due to the uncertainty surrounding the details of the asset disposition and unregistered equity sales. (INPIXON) — medium confidence, target: Q1 2024
• Further details regarding the material definitive agreement and the specifics of the acquisition or disposition of assets will be disclosed in subsequent filings or press releases. (INPIXON) — high confidence, target: Q1 2024

FAQ

Key Financial Figures

• $0.001 — f the Company's common stock, par value $0.001 per share ("Common Stock"), having an a
• $0.0556 — "July 2022 Note"), at a price equal to $0.0556 per share, which is the Minimum Price a
• $249,013.52 — ote in the original principal amount of $249,013.52 and then cause the outstanding balance
• $722,800 — ote in the original principal amount of $722,800 and then cause the outstanding balance

Filing Documents

• ea191043-8k_inpixon.htm (8-K) — 41KB
• ea191043ex10-1_inpixon.htm (EX-10.1) — 10KB
• ea191043ex10-2_inpixon.htm (EX-10.2) — 91KB
• ea191043ex10-3_inpixon.htm (EX-10.3) — 17KB
• 0001213900-24-000868.txt ( ) — 360KB
• inpx-20231227.xsd (EX-101.SCH) — 3KB
• inpx-20231227_lab.xml (EX-101.LAB) — 33KB
• inpx-20231227_pre.xml (EX-101.PRE) — 22KB
• ea191043-8k_inpixon_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. At-The-Market Offering Extension On December 29, 2023, Inpixon (the "Company," "we," "us," and "our") entered into Amendment No. 2 to Equity Distribution Agreement ("Amendment 2") with Maxim Group LLC ("Maxim"), amending the Equity Distribution Agreement, dated as of July 22, 2022, between the Company and Maxim (the "Original Agreement"), as amended by Amendment No. 1 to the Original Agreement, dated as of June 13, 2023, between the Company and Maxim ("Amendment 1" and, together with the Original Agreement and Amendment 2, the "Equity Distribution Agreement"), pursuant to which the parties extended the term of the Equity Distribution Agreement until the earliest of (i) December 31, 2024, (ii) the sale of shares of the Company's common stock, par value $0.001 per share ("Common Stock"), having an aggregate offering price equal to the Offering Size (as defined in the Equity Distribution Agreement), and (iii) the termination by either Maxim or the Company upon the provision of 15 days written notice or otherwise pursuant to the terms of the Equity Distribution Agreement. The foregoing description of Amendment 2 does not purport to be complete and is qualified in its entirety by reference to the full text of the Original Agreement, which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the "SEC") on July 22, 2022, Amendment 1, which was filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on June 13, 2023, and Amendment 2, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and are incorporated by reference herein. This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualificati

01 Completion

Item 2.01 Completion of Acquisition or Disposition of Assets. To the extent required by Item 2.01 of Form 8-K, the information relating to the entry into the Liquidating Trust Agreement and the transfer of the Grafiti Common Shares to the Trust contained or incorporated in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein. With respect to this transaction, the Company has determined that financial statements and pro forma financial information are not required to be filed pursuant to Item 9.01 of Form 8-K.

02 Unregistered

Item 3.02 Unregistered Sales of Equity Securities. The Company issued 4,478,660 shares of Common Stock (the "July 2022 Note Exchange Common Shares") to the holder of that certain outstanding promissory note of the Company issued on July 22, 2022 (the "July 2022 Note"), at a price equal to $0.0556 per share, which is the Minimum Price as defined in Nasdaq Listing Rule 5635(d), in connection with the terms and conditions of an Exchange Agreement, dated December 29, 2023, pursuant to which the Company and the holder agreed to (i) partition a new promissory note in the form of the July 2022 Note in the original principal amount of $249,013.52 and then cause the outstanding balance of the July 2022 Note to be reduced by $249,013.52; and (ii) exchange the partitioned note for the delivery of the July 2022 Note Exchange Common Shares. 2 The Company issued 13,000,000 shares of Common Stock (the "December 2022 Note Exchange Common Shares" and together with the July 2022 Note Exchange Common Shares, the "Exchange Common Shares") to the holder of that certain outstanding promissory note of the Company issued on December 30, 2022 (the "December 2022 Note"), at a price equal to $0.0556 per share, which is the Minimum Price as defined in Nasdaq Listing Rule 5635(d), in connection with the terms and conditions of an Exchange Agreement, dated December 29, 2023, pursuant to which the Company and the holder agreed to (i) partition a new promissory note in the form of the December 2022 Note in the original principal amount of $722,800 and then cause the outstanding balance of the December 2022 Note to be reduced by $722,800; and (ii) exchange the partitioned note for the delivery of the December 2022 Note Exchange Common Shares. The offer and sale of the Exchange Common Shares was not registered under the Securities Act, in reliance on an exemption from registration under Section 3(a)(9) of the Securities Act, in that (a) the Exchange Common Shares were issued in exchanges for pa

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Amendment No. 2 to Equity Distribution Agreement, dated as of June 13, 2023, by and between Inpixon and Maxim Group LLC. 10.2 Liquidating Trust Agreement, dated as of December 27, 2023, by and among Inpixon, Grafiti Holding Inc. and the sole original trustee named therein. 10.3 First Amendment to Senior Secured Promissory Note, dated as of December 30, 2023, by and between Inpixon and XTI Aircraft Company. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 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. INPIXON Date: January 3, 2024 By: /s/ Nadir Ali Name: Nadir Ali Title: Chief Executive Officer 4

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View this 8-K filing on SEC EDGAR