Cineverse Corp. Files 8-K with Material Agreement Update
Ticker: CNVS · Form: 8-K · Filed: May 3, 2024 · CIK: 1173204
Sentiment: neutral
Topics: material-agreement, filing
TL;DR
Cineverse Corp. just filed an 8-K for a material definitive agreement - check it out!
AI Summary
On May 3, 2024, Cineverse Corp. filed an 8-K report detailing a material definitive agreement. The filing also includes financial statements and exhibits, providing an update on the company's recent activities and financial position.
Why It Matters
This filing indicates a significant new agreement for Cineverse Corp., which could impact its business operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's stock price.
Key Players & Entities
- Cineverse Corp. (company) — Registrant
- 20240503 (date) — Filing Date
- May 3, 2024 (date) — Date of Earliest Event Reported
- 224 W. 35th St. , Suite 500 #947 , New York , NY 10001 (address) — Principal Executive Offices
- 212-206-8600 (phone_number) — Business Phone
FAQ
What is the nature of the material definitive agreement filed by Cineverse Corp.?
The 8-K filing indicates the entry into a material definitive agreement, but the specific details of the agreement are not provided in the summary information.
When was this 8-K filing submitted?
The 8-K filing was submitted on May 3, 2024.
What is Cineverse Corp.'s principal executive office address?
Cineverse Corp.'s principal executive office is located at 224 W. 35th St., Suite 500 #947, New York, NY 10001.
What is the Commission File Number for Cineverse Corp.?
The Commission File Number for Cineverse Corp. is 001-31810.
What is the IRS Employer Identification Number for Cineverse Corp.?
The IRS Employer Identification Number for Cineverse Corp. is 22-3720962.
Filing Stats: 970 words · 4 min read · ~3 pages · Grade level 10.2 · Accepted 2024-05-03 17:12:55
Key Financial Figures
- $0.001 — of its Class A common stock, par value $0.001 per share (the "Common Stock"). This Sa
- $15 million — or an aggregate offering price of up to $15 million. The foregoing summary of the Sales A
Filing Documents
- cnvs-20240503.htm (8-K) — 53KB
- cnvs-ex5_1.htm (EX-5.1) — 19KB
- cnvs-ex10_1.htm (EX-10.1) — 380KB
- 0000950170-24-053036.txt ( ) — 631KB
- cnvs-20240503.xsd (EX-101.SCH) — 25KB
- cnvs-20240503_htm.xml (XML) — 5KB
01
Item 1.01. Entry into a Material Definitive Agreement. On May 3, 2024, Cineverse Corp. (the "Company") entered into a Sales Agreement (the "Sales Agreement") with A.G.P./Alliance Global Partners and The Benchmark Company, LLC (collectively, the "Sales Agents"), pursuant to which the Company may offer and sell, from time to time, through the Sales Agents, shares of its Class A common stock, par value $0.001 per share (the "Common Stock"). This Sales Agreement replaces the Company's prior "at the market" sales agreement from July 2020 with A.G.P./Alliance Global Partners and B. Riley FBR, Inc. (now known as B. Riley Financial, Inc.), which expired in accordance with its terms. The Company is not obligated to sell any shares under the Sales Agreement and, as previously stated, is entering into it to provide flexibility, as good governance dictates. In the event the Company does sell shares subject to the terms and conditions of the Sales Agreement, the Sales Agents will use commercially reasonable efforts consistent with their normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of The Nasdaq Capital Market to sell shares from time to time based upon the Company's instructions, including any price, time or size limits specified by the Company. Upon delivery of a placement notice to a Sales Agent, and subject to the Company's instructions in that notice, and the terms and conditions of the Sales Agreement generally, the Sales Agent may sell the Common Stock by any method permitted by law deemed to be an "at the market offering" as defined by Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Sales Agents' obligations to sell shares under the Sales Agreement are subject to satisfaction of certain conditions, including the continuing effectiveness of the Registration Statement on Form S-3 (Registration No. 333-273098) (the "Registration Statement") filed by the Company with the U.S. Secur
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 5.1 Opinion of Kelley Drye & Warren LLP. 10.1 Sales Agreement, dated May 3, 2024 between Cineverse Corp., A.G.P./Alliance Global Partners and The Benchmark Company, LLC . 23.1 Consent of Kelley Drye & Warren LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 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 thereunto duly authorized. CINEVERSE CORP. Dated: May 3, 2024 By: /s/ Gary S. Loffredo Gary S. Loffredo President, Chief Operating Officer, General Counsel & Secretary