Liquidation: Avinger Inc

Form Type: 8-K

Filing Date: 2025-02-10

Corporate Action: Liquidation

Type: New

Accession Number: 000143774925003321

Filing Summary: On February 5, 2025, Avinger, Inc. held a Special Meeting of Stockholders where stockholders approved an assignment for the benefit of creditors, followed by voluntary dissolution and liquidation. The approval allows the Board of Directors to proceed with the liquidation process if deemed in the best interest of the Company and its stockholders. On February 10, 2025, the Board decided to transfer all or substantially all of the Company's assets through the Assignment Agreement with Avinger (assignment for the benefit of creditors), LLC. This agreement facilitates the transfer of the Company’s assets for the benefit of its creditors. Additionally, the Company’s independent registered public accounting firm, Moss Adams LLP, was terminated due to the Assignment. The notices of resignation from the Board by several members were effective from February 10, 2025, coinciding with the execution of the Assignment Agreement and following the consent from holders of Series E, F, and H preferred stock for the Assignment.

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Form Type: 8-K

Filing Date: 2025-02-05

Corporate Action: Liquidation

Type: New

Accession Number: 000143774925002911

Filing Summary: On February 5, 2025, Avinger, Inc. held its adjourned special meeting of stockholders, originally scheduled for January 24, 2025, which was adjourned due to lack of quorum. The key proposal voted on was for the assignment for the benefit of creditors followed by a voluntary dissolution and liquidation of the company, which was approved by the stockholders with 4,259,833 votes in favor, 325,613 against, and 60,450 abstentions. Another proposal regarding the approval of the adjournment was also approved to continue soliciting votes in favor. However, since the first proposal was approved, no further adjournment was needed for additional matters.

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Form Type: DEFA14A

Filing Date: 2025-01-13

Corporate Action: Liquidation

Type: New

Accession Number: 000143774925000890

Filing Summary: Avinger, Inc. is proposing a voluntary dissolution and liquidation of the company, which is pending stockholder approval. To facilitate this, a Special Meeting is scheduled for January 24, 2025, at 1:00 p.m. Pacific Time. The company is reaching out to shareholders to inform them of this significant matter and to encourage participation in the decision-making process.

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Form Type: DEF 14A

Filing Date: 2024-12-23

Corporate Action: Liquidation

Type: New

Accession Number: 000143774924038224

Filing Summary: Avinger Inc. is holding a Special Meeting of Stockholders on January 24, 2025, to approve an Assignment for the Benefit of Creditors followed by a voluntary dissolution and liquidation. This proposal has been recommended for approval by the Board of Directors. It involves an assignment that transfers the company's assets to a third-party assignee for liquidation, with any remaining proceeds to be distributed to creditors first and then, if available, to stockholders. The meeting will also seek approval for the adjournment if necessary to continue soliciting votes for the liquidation proposal. Only stockholders of record as of December 11, 2024, are eligible to vote. The document discusses the voting process, quorum requirements, and potential risks involved in the dissolution, such as uncertainty in distribution amounts and timing for stockholders. Key financial implications are also outlined, including payments to different series of preferred stockholders before common stockholders can receive any distribution.

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Form Type: 8-K

Filing Date: 2024-12-13

Corporate Action: Liquidation

Type: New

Accession Number: 000143774924037484

Filing Summary: On December 11, 2024, Avinger Inc announced a potential assignment for the benefit of creditors, leading to a voluntary dissolution and liquidation. The company's executive officers executed waivers related to their rights under various agreements due to this development. The waivers specify that the transfer of the company's assets for liquidation shall not be treated as a Change of Control, and as a result, certain benefits such as severance payments, accelerated vesting of options, and retention bonuses will not apply following the liquidation process. This document includes detailed descriptions of waivers from executives Jeffrey M. Soinski, Himanshu Patel, and Nabeel Subainati.

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