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): May 2, 2018

 

INPIXON

(Exact name of registrant as specified in its charter)

 

Nevada   001-36404   88-0434915
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

2479 E. Bayshore Road, Suite 195
Palo Alto, CA
  94303
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code:  (408) 702-2167

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 7.01 Regulation FD Disclosure.

 

On May 3, 2018, Inpixon (the “Company”) issued a press release announcing that the Company received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it has regained compliance with the $2.5 million minimum stockholders’ equity requirement for continued listing on The NASDAQ Capital Market, as set forth in Nasdaq Listing Rule 5550(b)(1). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The information in this Item 7.01 of this current report on Form 8-K (this “Current Report”), including Exhibit 99.1 attached hereto, 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 shall be expressly set forth by specific reference in such a filing.

 

Item 8.01 Other Information.

 

As described in Item 7.01 of this Current Report, on May 2, 2018, the Company received a letter from the Nasdaq notifying the Company that it has regained compliance with the $2.5 million minimum stockholders’ equity requirement for continued listing on The NASDAQ Capital Market, as set forth in Nasdaq Listing Rule 5550(b)(1). As a result, the Panel has determined to continue the Company’s listing on The Nasdaq Stock Market and the matter is now closed.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
     
**99.1   Press Release issued on May 3, 2018

 

** Furnished herewith

 

1

 

 

SIGNATURE

 

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.

 

 

INPIXON

     
Date: May 3, 2018 By: /s/ Nadir Ali
  Name: Nadir Ali
  Title: Chief Executive Officer  

 

2

 

 

Exhibit Index

 

Exhibit No.   Description
     
**99.1   Press Release issued on May 3, 2018

 

** Furnished herewith

 

 

3

 

 

Exhibit 99.1

 

 

 

News Release

 

For Release on May 03, 2018 at 6:00 AM PST

 

INPIXON REGAINS COMPLIANCE WITH NASDAQ MINIMUM

STOCKHOLDERS’ EQUITY REQUIREMENT

 

PALO ALTO, Calif. Inpixon (Nasdaq: INPX ), (the “Company” or “Inpixon”), a leading indoor positioning and data analytics company, today announced that, on May 2, 2018, it received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it has regained compliance with the minimum stockholders’ equity requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(b)(1). As previously reported, following a decision by the Nasdaq Hearings Panel (the “Panel”), on December 14, 2017, the Company was granted an extension by the Panel to evidence compliance with the minimum stockholders’ equity requirement by April 23, 2018. The Company filed a Current Report on Form 8-K with the Securities and Exchange Commission on April 24, 2018, announcing the closing of a public offering of equity securities pursuant to which it raised gross proceeds of approximately $10.1 million allowing it to achieve compliance with the minimum stockholders’ equity requirement.

 

Accordingly, the Panel has determined to continue the Company’s listing on The Nasdaq Stock Market and the previously announced delisting proceedings are now closed.

 

About Inpixon

Inpixon (NASDAQ: INPX) is a leader in Indoor Positioning Analytics (IPA). Inpixon IPA Sensors are designed to find all accessible cellular, Wi-Fi, and Bluetooth devices anonymously. Paired with a high-performance data analytics platform, this technology delivers visibility, security, and business intelligence on any commercial or government location worldwide. Inpixon’s products and professional services group help customers take advantage of mobile, big data, analytics, and the Internet of Things (IoT) to uncover the untold stories of the indoors. For the latest insight on IPA, follow Inpixon on LinkedIn, @ InpixonHQ on Twitter, and visit inpixon.com .

 

Cautionary Statement Regarding Forward Looking Statements

All statements in this release that are not based on historical fact are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Act, and Section 21E of the Securities Exchange Act of 1934, as amended, including but not limited to statements regarding Inpixon’s expectations on the completion, timing and size of the proposed public offering and the anticipated use of proceeds therefrom. These forward-looking statements are subject to a number of risks, including market conditions related to the proposed public offering and the risk factors set forth from time to time in Inpixon’s SEC filings, including but not limited to the risks that are described in the “Risk Factors” section of Inpixon’s Annual Report on Form 10-K for the year ended December 31, 2017, available on the SEC's website at sec.gov . In addition to the risks described above and in Inpixon’s other filings with the SEC, other unknown or unpredictable factors also could affect Inpixon’s results. No forward-looking statements can be guaranteed, and actual results (including, without limitation, the ability to complete this offering and generate the net proceeds necessary for Inpixon to complete its business objectives) could differ significantly from those contemplated by the forward-looking statements. The information in this release is provided only as of the date of this release, and Inpixon undertakes no obligation to update any forward-looking statements contained in this release on account of new information, future events, or otherwise, except as required by law.

 

Contact

Inpixon Investor Relations:

CORE IR

Scott Arnold, Managing Director

+1 516-222-2560

coreir.com

 

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