Business Context and Reporting Period
This Form 8-K is a current report filed by Aclarion, Inc. on January 3, 2025. The filing addresses the termination of a material definitive agreement regarding an equity issuance facility.
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, or cash flow data. However, it discloses specific metrics related to the terminated sales agreement:
- Agreement Capacity: Up to $10 million in aggregate offering price.
- Shares Sold Under Agreement: 1,606,211 shares of Common Stock.
- Gross Proceeds Realized: Approximately $0.3 million.
- Current Facility Status: No longer available for use.
Material Changes
On January 3, 2025, the Company terminated the At-The-Market Issuance Sales Agreement entered into with Ascendiant Capital Markets, LLC on September 24, 2024. This termination is effective immediately, ending the Company's ability to sell shares through this specific "at the market" offering facility.
Guidance, Outlook, and Risks
The filing contains no forward-looking guidance, management commentary on future operations, or specific risk factors beyond the immediate cessation of the sales facility. The document notes that the Company is an emerging growth company.
Investor Verification Checklist
- Verify the reason for the termination of the $10 million ATM facility with Ascendiant Capital Markets.
- Confirm the current cash position and liquidity needs of the Company following the termination of this capital raise mechanism.
- Review the "Prior Form 8-K" filed on September 24, 2024, for the full terms of the terminated Sales Agreement.
- Assess whether the Company has alternative financing plans to replace the terminated facility.