VUZIX CORPORATION (NASDAQ:VUZI) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On December 14, 2017, Vuzix Corporation (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with the purchasers set forth on the pages thereto for the purchase and sale of an aggregate of 2,066,116 shares of the Company’s common stock, and warrants to purchase an aggregate of up to 1,033,058 shares of common stock, in a registered direct offering at a combined purchase price of $6.05 per share and half-warrant, for an aggregate purchase price of $12,500,000. The warrants will have a term of three years commencing six months from issuance and an exercise price of $7.00 per share.
to an engagement letter agreement dated December 13, 2017 by and between the Company and Chardan Capital Markets, LLC (“Chardan”), the Company engaged Chardan to act as the Company’s placement agent in connection with the registered direct offering. to the engagement agreement, the Company agreed to pay Chardan a cash fee equal to $562,500.
The net proceeds to the Company from the offering, after deducting placement agent fees and estimated offering expenses, will be approximately $11.5 million.The registered direct offering is expected to close on or about December 18, 2017, subject to customary closing conditions.
The 2,066,116 shares of common stock and 1,033,058 warrants (and underlying shares) were offered, and will be issued, to the Prospectus Supplement, dated December 14, 2017, to the Prospectus included in the Company’s Registration Statement on Form S-3 (Registration No.333-209304) filed with the Securities and Exchange Commission on February 1, 2016.
The foregoing summaries of the terms of the agreements described herein are subject to, and qualified in their entirety by, such documents, which are incorporated herein by reference.
On December 14, 2017, the Company issued a press release regarding the registered direct offering. A copy of the press release is attached as Exhibit 99.1 hereto.
The opinion delivered to the Company by Sichenzia Ross Ference Kesner LLP in connection with the sale of an aggregate of 2,066,116 shares of the Company’s common stock and 1,033,058 warrants to the Purchase Agreement is being filed herewith in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act of 1933, as amended, and is incorporated by reference into the Company’s Registration Statement on Form S-3 (Registration No. 333-209304).
| Item 1.01 | Financial Statements and Exhibits. |
| 10.3 | Engagement Agreement, dated December 13, 2017. |
Vuzix Corp ExhibitEX-5.1 2 tv481489_ex5-1.htm EXHIBIT 5.1 Exhibit 5.1 December 15,…To view the full exhibit click here