Tivic Health Systems Terminates Material Agreement
Ticker: TIVC · Form: 8-K · Filed: Aug 2, 2024 · CIK: 1787740
Sentiment: neutral
Topics: agreement-termination, material-agreement
Related Tickers: TVIC
TL;DR
Tivic Health just axed a big deal, details TBD.
AI Summary
Tivic Health Systems, Inc. announced on August 1, 2024, the termination of a material definitive agreement. The filing does not specify the counterparty or the nature of the agreement, but it indicates a significant change in the company's contractual relationships.
Why It Matters
The termination of a material definitive agreement can significantly impact a company's operations, financial standing, and future strategic direction.
Risk Assessment
Risk Level: medium — Termination of a material agreement introduces uncertainty regarding the company's business relationships and potential financial implications.
Key Players & Entities
- Tivic Health Systems, Inc. (company) — Registrant
- August 01, 2024 (date) — Date of earliest event reported
FAQ
What was the specific material definitive agreement that was terminated?
The filing does not specify the name or nature of the material definitive agreement that was terminated.
Who was the counterparty to the terminated agreement?
The filing does not disclose the identity of the other party involved in the terminated agreement.
What is the effective date of the termination?
The earliest event reported is August 01, 2024, which is the date of the report and likely the effective date of the termination.
Are there any financial implications or penalties associated with this termination?
The filing does not provide details on any financial implications or penalties resulting from the termination.
Does this termination affect any ongoing business operations of Tivic Health Systems?
While the filing states it's a 'material definitive agreement,' it does not specify the impact on ongoing business operations.
Filing Stats: 858 words · 3 min read · ~3 pages · Grade level 15.7 · Accepted 2024-08-02 16:15:15
Key Financial Figures
- $0.0001 — ch registered Common Stock, par value $0.0001 per share TIVC The Nasdaq Stock Mar
- $25,000 m — , 2023, the Company became subject to a $25,000 minimum monthly purchase requirement, whi
Filing Documents
- tivc-20240801.htm (8-K) — 39KB
- 0000950170-24-089981.txt ( ) — 151KB
- tivc-20240801.xsd (EX-101.SCH) — 24KB
- tivc-20240801_htm.xml (XML) — 5KB
02 Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement. Effective August 1, 2024, Tivic Health Systems, Inc. (the "Company") terminated that Fulfillment Services Agreement entered into by and between the Company and ALOM Technologies Corporation ("ALOM") on November 25, 2022, as amended by the parties on March 5, 2024 (as amended, the "Agreement"), pursuant to which ALOM provided, on a non-exclusive basis, certain assembly, procurement, storage, returns, and fulfillment services (collectively, the "Services") to the Company's end customers and retailers within the United States. The Company terminated the Agreement for convenience, in accordance with the terms of the Agreement, in furtherance of its efforts to continue to reduce both direct and indirect costs associated with product manufacturing and distribution. The Company did not incur any material early termination penalties in connection with the termination of the Agreement. The Company is now utilizing third-party logistics and storage services from alternate suppliers without material minimums and has established in-house assembly and testing capabilities. The Company completed the transition with no disruptions to service and foresees current capacity will be sufficient to meet demand for the foreseeable future. During the term of the Agreement, ALOM completed the Services in accordance with purchase orders issued by the Company from time to time. The consideration payable by the Company to ALOM for Services rendered was calculated and invoiced based on fixed hourly rates and fixed unit pricing, as applicable, subject to certain exceptions; provided that, commencing April 1, 2023, the Company became subject to a $25,000 minimum monthly purchase requirement, which minimum monthly purchase requirement, as well as account management charges, were waived for the period from January 2024 through June 2024. The initial term of the Agreement was scheduled to end on December 31, 2024, with automatic annual r
Forward-Looking Statements
Forward-Looking Statements This Current Report contains certain forward-looking statements that involve substantial risks and uncertainties. When used herein, the terms "anticipates," "expects," "estimates," "believes," "will" and similar expressions, as they relate to us or our management, are intended to identify such forward-looking statements. Forward-looking statements in this Current Report, or hereafter, including in other publicly available documents filed with the Securities and Exchange Commission, reports to the stockholders of the Company and other publicly available statements issued or released by us involve known and unknown risks, uncertainties and other factors which could cause our actual results, performance (financial or operating) or achievements to differ from the future results, performance (financial or operating) or achievements expressed or implied by such forward-looking statements. Such future results are based upon management's best estimates based upon current conditions and the most recent results of operations. These risks include, but are not limited to, the risks set forth herein and in such other documents filed with the Securities and Exchange Commission, each of which could adversely affect our business and the accuracy of the forward-looking statements contained herein. Our actual results, performance or achievements may differ materially from those expressed or implied by such forward-looking statements.
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. TIVIC HEALTH SYSTEMS, INC. Date: August 2, 2024 By: /s/ Jennifer Ernst Name: Jennifer Ernst Title: Chief Executive Officer