Business Context and Reporting Period
Company: ONE STOP SYSTEMS, INC.
Filing Type: Form 8-K (Current Report)
Date of Report: August 26, 2019
Reporting Period: Event-based report regarding the termination of a material definitive agreement.
Key Financial Metrics
This filing does not report standard operating metrics such as revenue, profit, cash flow, margins, or debt levels. It specifically details the financial results of a terminated equity distribution agreement:
- Shares Sold: 1,554,832 shares of common stock.
- Total Gross Proceeds: $2,700,713.87.
- Net Proceeds: $2,488,475.55 (after deducting compensation to Noble Capital Markets, Inc. and transaction expenses).
Material Changes
Termination of Equity Distribution Agreement: On August 26, 2019, the Company terminated the Equity Distribution Agreement dated June 26, 2019, with Noble Capital Markets, Inc. The termination was executed for convenience as permitted under the agreement's terms. This action concludes the "at the market" offering program initiated in June 2019.
Guidance, Outlook, and Risks
Management Commentary: The Company issued a press release on August 27, 2019, announcing the termination. The filing notes that the press release contains forward-looking statements which are not guarantees of future performance and involve risks and uncertainties.
Risks and Contingencies: The filing explicitly states that actual outcomes may differ materially from forward-looking statements due to unpredictable future events. No specific operational risks or contingencies beyond the standard forward-looking statement disclaimer are detailed in this text.
Investor Verification Checklist
- Verify the exact number of shares sold (1,554,832) and the net proceeds ($2,488,475.55) received from the terminated offering.
- Review the "Prior 8-K" filed on June 26, 2019, for the full terms of the terminated Distribution Agreement.
- Examine the attached Press Release (Exhibit 99.1) for any additional context regarding the strategic decision to terminate the offering.
- Confirm the Company's current liquidity position, as this filing does not provide a balance sheet or cash flow statement.