Business Context and Reporting Period
This Form 8-K was filed by Inpixon (referred to as XTI Aerospace, Inc. in the request metadata) on January 14, 2019. The report details the expiration of a rights offering and the subsequent entry into material definitive agreements to finalize the transaction.
Key Financial Metrics
- Gross Proceeds: Approximately $12 million.
- Net Proceeds: Approximately $10.77 million (after dealer-manager fees and expenses).
- Offering Size: 12,000 units (increased from an initial 10,000 units).
- Unit Composition: Each unit consists of one share of Series 5 Convertible Preferred Stock and 300 warrants (totaling 3,600,000 warrants).
- Warrant Exercise Price: $3.33 per share of common stock.
- Preferred Stock Conversion Price: $3.33 per share (based on a $1,000 stated value per preferred share).
Material Changes
The rights offering expired on January 11, 2019. Due to oversubscription, participants were reduced pro-rata to the total offering size of 12,000 units. On January 14, 2019, the Company amended its Dealer-Manager Agreement with Maxim Group LLC to reflect the increased offering size, repricing terms, and the extension of the offering period. Additionally, the Company filed a Certificate of Designation creating the Series 5 Convertible Preferred Stock.
Outlook, Risks, and Management Commentary
The Company expects the closing of the Rights Offering to occur on or about January 15, 2019, subject to the satisfaction or waiver of all closing conditions. The Series 5 Convertible Preferred Stock is non-voting, except as required by law. The filing does not provide specific guidance on future revenue or operational outlook beyond the capital raise.
Investor Verification Checklist
- Confirm the actual closing date of the Rights Offering (expected January 15, 2019).
- Verify the final number of units sold and the exact net proceeds received after all expenses.
- Review the terms of the Series 5 Convertible Preferred Stock in the Certificate of Designation (Exhibit 3.1).
- Assess the potential dilution impact from the 3,600,000 warrants exercisable at $3.33.
- Check for any conditions to closing that were waived or failed to be satisfied.