Business Context and Reporting Period
This Form 8-K Current Report was filed by Second Sight Medical Products, Inc. (not Vivani Medical, Inc.) on June 23, 2021, regarding events occurring on June 22, 2021. The company is incorporated in California and trades on the Nasdaq under the symbols EYES and EYESW.
Key Financial Metrics and Offering Details
The filing details an underwritten public offering of common stock with the following metrics:
- Shares Offered: 10,000,000 shares of common stock.
- Offering Price: $5.00 per share.
- Gross Proceeds: $50 million.
- Over-Allotment Option: Underwriters have a 45-day option to purchase up to 1,500,000 additional shares, which would increase gross proceeds to $57.5 million if fully exercised.
- Use of Proceeds: Primarily for the development of the Orion device and general corporate purposes.
- Expected Closing Date: June 25, 2021.
The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity metrics as this report focuses solely on the capital raise event.
Material Changes
The primary material change is the initiation and pricing of a significant equity offering. The company moved from announcing an intent to sell shares under a shelf registration statement (Form S-3) to finalizing the pricing terms for the sale of 10 million shares.
Outlook, Risks, and Management Commentary
Management indicated that the offering is subject to market conditions and customary closing conditions. The press releases incorporated by reference do not constitute a solicitation of a proxy or an offer to sell securities in jurisdictions where such an offer would be unlawful. The company intends to utilize the net proceeds to advance the development of its Orion device.
Investor Verification Checklist
- Verify the final closing date of the offering (expected June 25, 2021) and whether the over-allotment option was exercised.
- Confirm the actual net proceeds received after deducting underwriting discounts and offering expenses.
- Review the specific allocation of funds toward the Orion device development versus general corporate purposes in subsequent filings.
- Check for any dilution impact on existing shareholders resulting from the issuance of 10 million to 11.5 million new shares.