UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
As previously reported, on February 11, 2020, Myomo, Inc., a Delaware corporation (the “Company”), conducted an underwritten public offering of an aggregate of 2,143,000 shares of its common stock (which includes certain pre-funded warrants to purchase shares of common stock) and investor warrants to purchase up to an aggregate of 2,143,000 shares of common stock (the “Investor Warrants”). The Investor Warrants were exercisable for five years following the date of issuance, and the exercise price of the Investor Warrants was $7.50 per share of common stock.
On October 14, 2021, the Company entered into letter agreements (“Letter Agreements”) with certain holders of Investor Warrants (collectively, the “Exercising Holders”) pursuant to which such holders agreed to exercise for cash all of their respective Investor Warrants then-outstanding. The aggregate number of shares of common stock underlying the Investor Warrants held by the Exercising Holders and exercised pursuant to the Letter Agreements totaled 1,015,798 shares. In connection with such exercise, the Company agreed to reduce the exercise price of the Investor Warrants held by the Exercising Holders to $5.00 per share of common stock. The Company expects to receive aggregate gross proceeds of approximately $5.1 million from the exercise of the Investor Warrants by the Exercising Holders. The Company has engaged Roth Capital Partners, LLC (“Roth”) as its financial advisor in connection with these transactions and has agreed pay Roth a fee in the amount of $284,400.
The Company has agreed in the Letter Agreements, for a period of 30 days following the date of the Letter Agreements, subject to limited exceptions, not to issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of common stock or common stock equivalents.
A copy of the form of Letter Agreements is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Letter Agreements does not purport to be complete and is qualified in its entirety by reference to such exhibit.
On October 15, 2021, the Company issued a press release announcing its entry into the Letter Agreements. A copy of the press release is attached hereto as Exhibit 99.1
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits:
| Exhibit No. |
Description | |
| 10.1 | Form of Letter Agreement | |
| 99.1 | Press release issued on October 15, 2021 | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). | |
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.
| MYOMO, INC. | ||||||
| Date: October 15, 2021 | By: | /s/ David A. Henry | ||||
| Name: | David A. Henry | |||||
| Title: | Chief Financial Officer | |||||