Guardant Health Files 8-K on Agreements and Equity Sales

Ticker: GH · Form: 8-K · Filed: 2025-02-14T00:00:00.000Z

Sentiment: neutral

Topics: material-definitive-agreement, financial-obligation, equity-sale

TL;DR

Guardant Health dropped an 8-K detailing new debt, equity sales, and agreements. Watch closely.

AI Summary

Guardant Health, Inc. filed an 8-K on February 14, 2025, reporting on several key events. These include entering into a material definitive agreement, creating a direct financial obligation, and unregistered sales of equity securities. The filing also includes financial statements and exhibits.

Why It Matters

This filing indicates significant corporate actions by Guardant Health, including new financial obligations and equity transactions, which could impact its financial structure and shareholder equity.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements, financial obligations, and unregistered equity sales, which inherently carry financial and regulatory risks.

Key Numbers

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Guardant Health?

The filing does not specify the details of the material definitive agreement, only that one was entered into.

What is the direct financial obligation created by Guardant Health?

The filing indicates the creation of a direct financial obligation but does not provide specific details or amounts.

What were the circumstances of the unregistered sales of equity securities?

The filing confirms unregistered sales of equity securities occurred but does not provide details on the number of shares, price, or purchasers.

When was this 8-K filing submitted?

This 8-K filing was submitted on February 14, 2025.

What is Guardant Health's principal executive office address?

Guardant Health's principal executive office is located at 3100 Hanover Street, Palo Alto, California 94304.

From the Filing

0001193125-25-027362.txt : 20250214 0001193125-25-027362.hdr.sgml : 20250214 20250214170641 ACCESSION NUMBER: 0001193125-25-027362 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 20 CONFORMED PERIOD OF REPORT: 20250214 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250214 DATE AS OF CHANGE: 20250214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Guardant Health, Inc. CENTRAL INDEX KEY: 0001576280 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 454139254 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38683 FILM NUMBER: 25630693 BUSINESS ADDRESS: STREET 1: 3100 HANOVER STREET CITY: PALO ALTO STATE: CA ZIP: 94304 BUSINESS PHONE: 855-698-8887 MAIL ADDRESS: STREET 1: 3100 HANOVER STREET CITY: PALO ALTO STATE: CA ZIP: 94304 8-K 1 d891468d8k.htm 8-K 8-K false 0001576280 0001576280 2025-02-14 2025-02-14     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     FORM 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 14, 2025     GUARDANT HEALTH, INC. (Exact name of registrant as specified in its charter)       Delaware   001-38683   45-4139254 (State or other jurisdiction of incorporation or organization)   (Commission File Number)   (IRS Employer Identification No.) 3100 Hanover Street Palo Alto , California 94304 (Address of principal executive offices) (Zip Code) 855 - 698-8887 (Registrant’s telephone number, include area code)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, $0.00001 par value per share   GH   The Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 1.01 Entry into a Material Definitive Agreement On February 14, 2025, Guardant Health, Inc. (the “Company”), in connection with the consummation of previously announced privately negotiated exchange agreements (the “Exchange Agreements”) with certain holders of its outstanding 0% Convertible Senior Notes due 2027 (the “2027 Notes”), issued $600 million aggregate principal amount of 1.25% Convertible Senior Notes due 2031 (the “New Notes”) in exchange for the retirement of approximately $659.

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