Current Report Filing (8-k)
May 12 2020 - 4:47PM
Edgar (US Regulatory)
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)
May 11, 2020
VUZIX CORPORATION
(Exact name of registrant as specified in
its charter)
Delaware
(State or other jurisdiction of incorporation)
001-35955
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04-3392453
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(Commission File Number)
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(IRS Employer Identification No.)
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25 Hendrix Road, Suite A, West Henrietta,
New York 14586
(Address of principal executive offices)
(Zip Code)
(585) 359-5900
(Registrant’s Telephone Number, Including
Area Code)
Not Applicable
(Former Name or Former Address, if Changed
Since Last Report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered or to be registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.001
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VUZI
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Nasdaq Capital Market
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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. ¨
On May 11, 2020, Vuzix Corporation (the
“Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with the purchasers
set forth on the signature pages thereto for the purchase and sale of an aggregate of 5,000,000 shares of the Company’s common
stock, at a purchase price of $2.25 per share, for an aggregate purchase price of $11,250,000.
Pursuant to an engagement letter agreement
(the “Engagement Agreement”), dated May 11, 2020, by and between the Company and The Special Equities Group, LLC, a
division of Bradley Woods & Co. Ltd. (“Special Equities”), the Company engaged Special Equities to act as the Company’s
placement agent in connection with the registered direct offering. Pursuant to the engagement agreement, the Company agreed to
pay Special Equities a cash fee equal to 5.0% of the gross proceeds received by the Company in the offering and to reimburse Special
Equities for its legal expenses in the amount of up to $20,000.
The net proceeds to the Company from the
offering, after deducting placement agent fees and estimated offering expenses, will be approximately $10.6 million. The registered
direct offering is expected to close on or about May 13, 2020, subject to customary closing conditions.
The shares were offered, and will be issued,
pursuant to the Prospectus Supplement, dated May 11, 2020, to the Prospectus included in the Company’s Registration Statement
on Form S-3 (Registration No. 333-231932) filed with the Securities and Exchange Commission on June 3, 2019.
Sichenzia Ross Ference LLP, counsel to
the Company, has issued an opinion to the Company regarding the validity of the securities to be issued in the offering. A copy
of the opinion is filed as Exhibit 5.1 to this Current Report on Form 8-K.
The foregoing descriptions of the Purchase Agreement and Engagement
Agreement are qualified in their entirety by reference to Exhibit 10.1 and Exhibit 10.2, respectively, attached hereto and incorporated
herein by reference.
On May 11, 2020, the Company issued a press release regarding
the registered direct offering. A copy of the press release is attached as Exhibit 99.1 hereto.
Item 9.01
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Financial Statements and Exhibits.
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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.
Date: May 12, 2020
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VUZIX CORPORATION
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By:
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/s/ Grant Russell
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Grant Russell
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Chief Financial Officer
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