Current Report Filing (8-k)
30 March 2023 - 7:22AM
Edgar (US Regulatory)
0000727207
false
0000727207
2023-03-29
2023-03-29
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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) |
March 29, 2023 |
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
(see General 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 2.02. | Results of Operations and Financial Condition. |
On March 29, 2023, Accelerate
Diagnostics, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and full-year ending
December 31, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety.
In accordance with General
Instruction B.2 for Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange
Act, except as expressly set forth by specific reference in such filing.
As previously
announced, on March 9, 2023, the Company entered into a Forbearance Agreement (the “Forbearance Agreement”) with (i)
Indaba Capital Management, L.P. (together with its affiliates, “Indaba”), (ii) Chicago Venture Partners, LP
(“CVP”), (iii) RBC CMA LLC (“RBC”), (iv) Penderfund Capital Management Ltd. (“Penderfund”), (v)
Wolverine Flagship Fund Trading Limited (“Wolverine,” and collectively with Indaba, CVP, RBC, and Penderfund, the
“Ad Hoc Noteholder Group”), (vi) U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank
National Association, a national banking association, not in its individual capacity, but solely as trustee (the
“Trustee”), and (vii) any other owner of the Company’s outstanding 2.50% Convertible Senior Notes due 2023 who
executes and delivers to the Company a joinder to the Forbearance Agreement. Pursuant to the Forbearance Agreement, the members of
the Ad Hoc Noteholder Group have agreed, and have directed the Trustee, to forbear from exercising their rights and remedies under
that certain indenture, dated as of March 27, 2018 (the “Indenture”) by and between the Company, as issuer, and the
Trustee, in connection with certain events of default under the Indenture. On March 29, 2023, the Company and the Ad Hoc Noteholder
Group agreed to further extend the forbearance period under the Forbearance Agreement to 11:59 P.M. (Eastern Daylight Time) on April
5, 2023. All other terms of the Forbearance Agreement remain unchanged.
| Item 9.01 | Financial Statements and
Exhibits. |
(d) Exhibits.
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: March
29, 2023 |
|
|
/s/
Jack Phillips |
|
Jack
Phillips |
|
President
and Chief Executive Officer |
Accelerate Diagnostics (NASDAQ:AXDX)
Historical Stock Chart
From Mar 2024 to Apr 2024
Accelerate Diagnostics (NASDAQ:AXDX)
Historical Stock Chart
From Apr 2023 to Apr 2024