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
August 20, 2019
Date of Report (Date of earliest event reported)
BIOLASE, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-36385 | 87-0442441 | ||
(State of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification Number) |
||
4 Cromwell
Irvine, California 92618
(Address of principal executive offices) (Zip Code)
(949) 361-1200
(Registrants 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:
☐ 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))
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
||
Common Stock, par value $0.001 per share | BIOL |
The NASDAQ Stock Market LLC (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 1.01. Entry into a Material Definitive Agreement.
On August 20, 2019, BIOLASE, Inc., a Delaware corporation (the Company), entered into Letter Agreement (the Letter Agreement) with SWK Funding LLC (SWK), in connection with that certain Credit Agreement (the Credit Agreement), by and among the Company, SWK, and the lender parties thereto.
The Letter Agreement contains representations, warranties, covenants, releases, and conditions customary for a loan non-compliance and forbearance letter of this type. Pursuant to the terms and conditions of the Letter Agreement, SWK agreed to waive the effect of the Companys potential non-compliance with certain unencumbered liquid assets financial operating covenants as set forth in the Credit Agreement, and SWK agreed to forbear from exercising rights and remedies otherwise available to it in the event of such non-compliance through September 30, 2019, or earlier in the event that an additional secured financing is consummated or an default occurs under the Credit Agreement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
BIOLASE, INC. | ||||||
Date: August 26, 2019 | By: |
/s/ Todd Norbe |
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Todd Norbe |
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President and Chief Executive Officer |