M&A: ReShape Lifesciences Inc.

Form Type: 8-K

Filing Date: 2024-12-27

Corporate Action: Merger

Type: New

Accession Number: 000110465924132132

Comments: On December 19, 2024, ReShape Lifesciences Inc. entered into an equity purchase agreement with an investor, permitting the company to sell up to $5,000,000 worth of its common stock over a 36-month period. The agreement specifies that the share price at closing will be 93% of the daily volume-weighted average price (VWAP) on the previous trading day. Additionally, 17,300 shares of common stock and a pre-funded warrant for 21,015 shares were issued as a fee for the investor's commitment. The purchase agreement is constrained by Nasdaq rules, limiting the total shares issued to not exceed 19.9% of outstanding shares without shareholder approval. Proceeds from the sales may be utilized for working capital and to support expenses related to a proposed merger with Vyome Therapeutics, Inc., as well as a sale of assets to Ninjour Health International Limited. A registration statement on Form S-1 was filed following the agreement to facilitate the resale of shares issued under this agreement.

Document Link: View Document

Additional details:

Entry Into Material Definitive Agreement Date: 2024-12-19


Equity Purchase Agreement Value: $5,000,000


Share Price Ratio: 93%


Committed Shares Issued: 17,300


Prefunded Warrant Shares: 21,015


Prefunded Warrant Exercise Price: $0.001


Max Investor Beneficial Ownership: 9.99%


Nasaq Exchange Cap: 19.9%


Capital Use Purpose: working capital and general corporate purposes


Registration Statement Filed Date: 2024-12-20