Attached files
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): 07/31/2013
Stereotaxis, Inc.
(Exact name of registrant as specified in its charter)
Commission File Number: 000-50884
|
Delaware
|
94-3120386
|
|
|
(State or other jurisdiction of
|
(IRS Employer
|
|
|
incorporation)
|
Identification No.)
|
4320 Forest Park Avenue, Suite 100, St. Louis, MO 63108
(Address of principal executive offices, including zip code)
314-678-6100
(Registrant’s telephone number, including area code)
(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:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement
On July 31, 2013, Stereotaxis, Inc. (the "Company") and a wholly owned subsidiary of the Company (the "Subsidiary" entered into a Seventh Loan Modification and Waiver Agreement (Domestic) with Silicon Valley Bank ("Bank") ("Modification Agreement"), further amending the terms of that certain Second Amended and Restated Loan and Security Agreement (Domestic") dated November 30, 2011, as amended (the "Amended Loan Agreement"), to extend the maturity of the revolving line of credit under the Amended Loan Agreement from July 31, 2013 to August 31, 2013. In addition, the Bank waived the testing of the liquidity ratio financial covenant under the Amended Loan Agreement for the period ended July 31, 2013.
On July 31, 2013, the Company and the Subsidiary also entered into an Export-Import Bank Sixth Loan Modification Agreement with the Bank ("the Ex-Im Modification Agreement") to extend the maturity date of the revolving line of credit under that certain Amended and Restated Export-Import Bank Loan and Security Agreement dated November 30, 2011, as amended, from July 31, 2013 to August 31, 2013.
On July 31, 2013, in conjunction with the Silicon Valley Bank extension described above, Alafi Capital Company LLC and an affiliate of Sanderling Venture Partners (collectively, the "Lenders") extended the Lenders' loan guarantees to the Bank through August 31, 2013. The Company granted to the Lenders warrants (the "Extension Warrants") to purchase an aggregate of 14,313 shares of Common Stock in exchange for their extension. The Extension Warrants are exercisable at $5.24 per share.
Sanderling is an affiliate of Fred A. Middleton, who is a member of the Company's Board of Directors.
The forgoing descriptions of the Modification Agreement and the Ex-Im Modification Agreement are qualified in their entirety by reference to the full text of the agreements, which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information included in Item 1.01 is incorporated herein by reference.
Item 3.02. Unregistered Sales of Equity Securities
The information set forth under Item 1.01 is incorporated herein by reference.
In connection with the issuance of the Extension Warrants, the Company relied on the exemption from registration relating to offerings that do not involve any public offering pursuant to Section 4(2) under the Securities Act of 1933 and Rule 506 of Regulation D promulgated pursuant thereto. The offering of the Extension Warrants was conducted without general solicitation or advertising. The Extension Warrants include a restrictive legend permitting the transfer of the Extension Warrants only in compliance with applicable securities laws. The Lenders had adequate access to information about the Company through information provided to them.
Item 9.01. Financial Statements and Exhibits
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Exhibits:
10.1 Seventh Loan Modification and Waiver Agreement (Domestic), dated July 31, 2013, between Silicon Valley Bank, the Company and Stereotaxis International, Inc.
10.2 Export-Import Bank Sixth Loan Modification Agreement, dated July 31, 2013, between Silicon Valley Bank, the Company and Stereotaxis International, Inc.
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.
|
Stereotaxis, Inc.
|
||||||||
|
Date: August 02, 2013
|
By:
|
/s/ Martin C. Stammer
|
||||||
|
Martin C. Stammer
|
||||||||
|
Chief Financial Officer
|
||||||||
EXHIBIT INDEX
|
Exhibit No.
|
Description
|
|
|
EX-10.1
|
Seventh Loan Modification and Waiver Agreement (Domestic), dated July 31, 2013, between Silicon Valley Bank, the Company and Stereotaxis, International, Inc.
|
|
|
EX-10.2
|
Export-Import Bank Sixth Loan Modification Agreement, dated July 31, 2013 between Silicon Valley Bank, the Company and Stereotaxis International, Inc.
|