QuickLogic Corporation (NASDAQ:QUIK) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
into an underwriting agreement (the Underwriting Agreement) with
Craig-Hallum Capital Group LLC (the Representative) as
representative of the several underwriters set forth on Schedule
I to the Underwriting Agreement (together with the
Representative, the Underwriters) relating to a public offering
(the Offering) of an aggregate of 10,000,000 shares (the Shares)
of the Companys common stock, par value $0.001 per share (the
Common Stock), at a public offering price of $1.50 per share.
Under the terms of the Underwriting Agreement, the Company
granted the Underwriters a 30-day option to purchase up to an
additional 1,500,000 shares of Common Stock to cover
overallotments, if any (the Overallotment Option). The Offering
closed on March 28, 2017. The net proceeds to the Company after
deducting the underwriting discounts and commissions and
estimated offering expenses after this closing are expected to be
approximately $15.5 million.
statement on Form S-3, as amended (Registration Statement No.
333-215030) (the Registration Statement) previously filed with
and declared effective by the Securities and Exchange Commission
(the SEC), as supplemented by a preliminary prospectus
supplement, dated March 20, 2017, and a final prospectus
supplement, dated March 23, 2017, filed with the SEC (the
Prospectus Supplement).
of the Company entered into agreements in substantially the form
included as an exhibit to the Underwriting Agreement providing
for a 90-day “lock-up” period with respect to sales of specified
securities, subject to certain exceptions.
warranties and agreements by the Company, customary conditions to
closing, indemnification obligations of the Company and the
Underwriters, including for liabilities under the Securities Act
of 1933, as amended, other obligations of the parties and
termination provisions. The representations, warranties and
covenants contained in the Underwriting Agreement were made only
for purposes of such agreement and as of specific dates, were
solely for the benefit of the parties to such agreement, and may
be subject to limitations agreed upon by the contracting parties.
to this report and is incorporated by reference herein. The
foregoing description of the terms of the Underwriting Agreement
does not purport to be complete and is qualified in its entirety
by reference to such exhibit. The Underwriting Agreement is also
filed with reference to, and is hereby incorporated by reference
into, the Registration Statement.
reference is a copy of the opinion of Shearman Sterling LLP
relating to the validity of the shares of Common Stock that may
be sold in the Offering (the Legal Opinion). The Legal Opinion is
also filed with reference to, and is hereby incorporated by
reference into, the Registration Statement.>
the pricing of the Offering to the Registration Statement and the
Prospectus Supplement. A copy of this press release is furnished
herewith as Exhibit 99.1 and is incorporated herein by reference.
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act), or otherwise subject to the liability
of Section 18, or shall it be deemed incorporated by reference in
any of the Companys filings under the Securities Act or the
Exchange Act, except to the extent, if any, expressly set forth
by specific reference in such filing.
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Exhibit No.
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Description
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1.1
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Underwriting Agreement
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5.1
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Opinion of Shearman Sterling LLP
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23.1
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Consent of Shearman Sterling LLP (included in Exhibit
5.1) |
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99.1
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Press Release of QuickLogic Corporation dated March
23, 2017 |
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About QuickLogic Corporation (NASDAQ:QUIK)
QuickLogic Corporation develops and markets semiconductor and software algorithm solutions. The Company’s solutions primarily target smartphones, wearable devices, tablets, and the Internet-of-Things (IoT). The Company is a fabless semiconductor provider of flexible sensor processing solutions, ultra-low power display bridges, and ultra-low power Field Programmable Gate Arrays (FPGAs). The Company’s solutions integrate multi-core processing, programmable logic, sensor fusion and context aware algorithms, and embedded software. The Company’s solutions are created from its new silicon platforms, including EOS, ArcticLink III, PolarPro 3, PolarPro II, PolarPro, and Eclipse II products, its mature products, which are produced on semiconductor processes over 180 nanometers, primarily include its pASIC 3 and QuickRAM, as well as royalty revenue, programming hardware and design software. Its sensor algorithm software includes SenseMe software library. QuickLogic Corporation (NASDAQ:QUIK) Recent Trading Information
QuickLogic Corporation (NASDAQ:QUIK) closed its last trading session up +0.05 at 1.96 with 916,516 shares trading hands.
