Item 1.01 Entry into a Material Definitive Agreement.
Securities Purchase Agreement
On March 20, 2019, the Company entered into Securities Purchase Agreements (collectively, the Purchase Agreements) with the purchasers party thereto (the Purchaser). Pursuant to the Purchase Agreements, the Company agreed to issue and sell in a registered direct offering an aggregate of 10,000,000 shares of the Companys Common Stock, par value $0.01 per share (the Common Stock), at a purchase price of $2.35 per share (the Offering). The Offering was completed on March 20, 2019. The net proceeds to the Company are expected to be approximately $23.5 million after deducting estimated expenses payable by the Company. The Company intends to use the net proceeds of the Offering for working capital and other general corporate purposes.
The Purchase Agreements contain customary representations, warranties, and agreements by the Company, and customary indemnification and other obligations of the Company and the Purchasers.
The foregoing summary of the Purchase Agreements is qualified in its entirety by the full text of the Purchase Agreements, a form of which is filed herewith as Exhibit 10.1 and incorporated herein by reference. The form of Purchase Agreement is attached hereto as an exhibit to provide investors and security holders with information regarding its terms. It is not intended to provide any other factual information about the Company. The representations, warranties and covenants contained in the Purchase Agreements were made only for purposes of the Purchase Agreements and as of specific dates, were solely for the benefit of the parties to the Purchase Agreements, and may be subject to limitations agreed upon by the contracting parties.
A copy of the legal opinion of Goodwin Procter LLP, relating to the validity of the shares issued in the Offering, is filed as Exhibit 5.1 to this Current Report on Form 8-K and is filed with reference to, and is hereby incorporated by reference into, the Registration Statement.
On March 20, 2019, the Company issued a press release announcing the entry into the Purchase Agreements, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
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