ENERGOUS CORPORATION (NASDAQ:WATT) Files An 8-K Entry into a Material Definitive Agreement

Item1.01.

Securities Purchase Agreement

On June 28, 2017, the Company and Dialog Semiconductor plc
(Dialog plc) entered into a Securities Purchase Agreement (the
Securities Purchase Agreement) to which the Company agreed to
sell to Dialog plc 976,139 shares (Shares) of the Companys common
stock (Common Stock) and a warrant (Warrant) to purchase up to
654,013 shares (Warrant Shares) of Common Stock for an aggregate
purchase price of approximately $15,000,000. The Warrant may only
be exercised on a cashless basis at a price of $19.9766 per
share, and may be exercised at any time between the date that is
six months and a day after the closing date of the transaction
(the Closing Date) and the three-year anniversary of the Closing
Date.

The Securities Purchase Agreement also provides that, until the
earlier of (i) the three-year anniversary of the Closing Date or
(ii) the effective date of termination of the Strategic Alliance
Agreement between the Company and Dialog plc dated as of November
6, 2016 (the Voting Period), Dialog plc and its affiliates agreed
to vote the Shares and Warrant Shares in the manner recommended
by the Companys board of directors (the Board), with specified
exceptions. In elections of Board members, Dialog plc and its
affiliates are obligated to vote the Shares and Warrant Shares in
favor of individuals recommended by the Board for election. Prior
to November 6, 2019, Dialog plc and its affiliates may not
acquire any additional voting securities of the Company, other
than Common Stock issuable upon exercise of warrants currently
owned by Dialog plc or its affiliates, without consent of the
Board. Dialog plc also agreed to restrictions on its ability to
seek to control the management. Dialog plc will not sell,
transfer or otherwise dispose of the Shares or Warrant Shares for
a period of six months after the closing of the transaction,
subject to certain exceptions, and Dialog plc agreed not to sell
more than a specified amount of Shares or Warrant Shares in any
calendar week through the end of the Voting Period. The Company
agreed to file registration statements registering Dialog plcs
re-offer and resale of the Shares and the Warrant Shares under
certain circumstances.

On June 28, 2017, the Company and Dialog plc entered into the
Securities Purchase Agreement, to which the Company sold and
issued to Dialog plc 976,139 shares of Common Stock and a warrant
to purchase up to 654,013 shares of Common Stock for an aggregate
purchase price of approximately $15,000,000. The Warrant may only
be exercised on a cashless basis at a price of $19.9766 per
share, and may be exercised at any time between the date that is
six months and a day after the Closing Date and the three-year
anniversary of the Closing Date. The offer and sale of these
securities was exempt from registration under the Securities Act,
to Section4(a)(2) of the Securities Act and Rule 506 promulgated
thereunder, based on the fact that it was a sale to only one
purchaser, which immediately prior to making the sale the Company
believed to be an accredited investor.

(d) Exhibits.

Energous Corp Exhibit
EX-99.1 2 v470045_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1       Dialog Semiconductor Invests Additional $15 Million in Energous Corporation   Strategic investment will help expand market adoption of disruptive RF-based WattUp wireless charging technology   “We are looking forward to building on the progress that we have made to streamline our production and to accelerate deployment of Energous’ technology into more consumer products and markets. This additional investment from Dialog is a testament to their commitment to supporting the development of innovative,…
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About ENERGOUS CORPORATION (NASDAQ:WATT)

Energous Corporation is engaged in developing a technology called WattUp that consists of semiconductor chipsets, software, hardware designs and antennas that can enable radio frequency (RF)-based wire-free charging for electronic devices, providing power at a distance and enabling charging with mobility under software control. The Company’s business model is to supply silicon components with reference designs and license its WattUp technology to device and chip manufacturers, wireless service providers and other commercial partners to make wire-free charging an option for end users. Its technology can be utilized in a range of devices, including wearables, Internet of Things (IoT) devices, smartphones, tablets, e-book readers, keyboards, mice, remote controls, rechargeable lights, cylindrical batteries and any other device with similar charging requirements that would otherwise need a battery or a connection to a power outlet.