01/11/2021 - Accelerate Diagnostics Inc.: Material Event - Form 8-K

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Material event - form 8-k

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) October 29, 2021

Accelerate Diagnostics, Inc.

(Exact name of registrant as specified in charter)

Delaware

(State or other jurisdiction of incorporation)

001-31822 84-1072256
(Commission File Number) (IRS Employer Identification No.)
3950 South Country Club Road, Suite 470, Tucson, Arizona 85714
(Address of principal executive offices) (Zip Code)

(520) 365-3100

(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 (seeGeneral Instruction A.2. below):

¨ 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which
registered
Common Stock, $0.001 par value per share AXDX

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

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. ¨

Item 8.01. Other Events.

As previously announced, on September 22, 2021, Accelerate Diagnostics, Inc. (the "Company") entered into a securities purchase agreement (the "Securities Purchase Agreement") with certain purchasers (collectively, the "Purchasers") for the issuance and sale by the Company of an aggregate of 3,954,546 shares of the Company's Series A Preferred Stock, par value $0.001 per share (the "Series A Preferred Shares"), to the Purchasers in an offering (the "Private Placement") exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 promulgated thereunder.

The Securities Purchase Agreement contemplated that the closing of the Private Placement would occur in two tranches. The first tranche closed on the date of the execution of the Securities Purchase Agreement whereby an aggregate of 2,636,364 Series A Preferred Shares were issued and sold to the Purchasers for aggregate proceeds of approximately $20.3 million. On October 29, 2021, the Company closed the second tranche of the Private Placement and issued to the Purchasers an aggregate of 1,318,182 Series A Preferred Shares for aggregate proceeds of approximately $10.2 million.

For additional information regarding the Private Placement, the Securities Purchase Agreement and the terms of the Series A Preferred Shares, see the Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on September 23, 2021.

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.

ACCELERATE DIAGNOSTICS, INC.
(Registrant)
Date: November 1, 2021
/s/ Steve Reichling
Steve Reichling
Chief Financial Officer

Disclaimer

Accelerate Diagnostics Inc. published this content on 01 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 November 2021 20:13:12 UTC.

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