8-K - LEDS - Equibles

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): January 14, 2022

SEMILEDS CORPORATION

(Exact name of registrant as specified in charter)

Delaware	001-34992	20-2735523
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
3F, No.11 Ke Jung Rd., Chu-Nan Site,<br><br><br>Hsinchu Science Park, Chu-Nan 350,<br><br><br>Miao-Li County, Taiwan, R.O.C.	350
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(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: +886-37-586788

N/A

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	TradingSymbol(s)	Name of each exchange on which registered
Common Stock, par value $0.0000056	LEDS	The Nasdaq Stock Market

Check the appropriate box below if the Form 8-K filing 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)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company 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 1.01. Entry into a Material Definitive Agreement.

On January 8, 2019, the Company entered into loan agreements with each of the Chairman and Chief Executive Officer and its largest shareholder of the Company, with aggregate amounts of $1.7 million and $1.5 million, respectively, and an annual interest rate of both 8%. All proceeds of the loans were exclusively used to return the deposit to Formosa Epitaxy Incorporation in connection with the cancelled proposed sale of the Company’s headquarters building pursuant to the agreement dated December 15, 2015. The Company was required to repay the loans of $1.5 million on January 14, 2021 and $1.7 million on January 22, 2021, respectively, unless the loans are sooner accelerated pursuant to the loan agreements. On January 16, 2021, the maturity date of these loans was extended with same terms and interest rate for one year to January 15, 2022. And on January 14, 2022, the maturity date of these loans was extended with same terms and interest rate for one more year to January 15, 2023.

The foregoing description of the Second Amendment to Loan Agreements are attached as Exhibit 1.1 and Exhibit 1.2 to this Current Report on the Form 8-K (this “Current Report”) and are incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
1.1	Second Amendment to Loan Agreement dated January 14, 2022 between SemiLEDs Corporation and J.R. Simplot Company
1.2	Second Amendment to Loan Agreement dated January 14, 2022 between SemiLEDs Corporation and Trung Doan
104	Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document.

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 thereunto duly authorized.

Date: January 18, 2022
	SemiLEDs Corporation
	By:	/s/ Christopher Lee
	Name:	Christopher Lee
	Title:	Chief Financial Officer

leds-ex11_39.htm

Exhibit 1.1

SECOND AMENDMENT TO LOAN AGREEMENT

This Second Amendment to Loan Agreement (“Second Amendment”) is entered into as of January 14, 2022 (“Effective Date”) by and between SemiLEDs Corporation (“Borrower”), and J. R. Simplot Company (“Lender”) (the Borrower and the Lender are hereinafter collectively referred to as “Parties”, and individually a “Party”.)

WHEREAS, the Parties have entered into that certain Loan Agreement as of January 8, 2019 (“Original Agreement”), and the Amendment to the Loan Agreement dated January 16, 2021, (“Amendment”); the Maturity Date thereunder being January 15, 2021.

NOW, THEREFORE, the Parties desire to document the change of the amount of the loan facility, extend the Maturity Date and renew the Note as follows:

1.	In addition to the terms defined elsewhere in this Second Amendment, capitalized terms used in this Second Amendment shall have the same meanings ascribed to them in the Original Agreement.
2.	The Parties agree to Amend Section 2.2 of the Original Loan Agreement from:
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“2.2 Maturity of the Loan. The Borrower shall repay the Loan in full on the second anniversary of the Drawdown Date (the “Maturity Date”), unless the Loan is sooner accelerated pursuant to this Agreement or any other of the Loan Document.”

to:

“2.2 Maturity of the Loan. The Borrower shall repay the Loan in full on the fourth anniversary of the Drawdown Date (the “Maturity Date”), unless the Loan is sooner accelerated pursuant to this Agreement or any other of the Loan Document.”

The new Maturity Date of the Second Amended Loan is January 15, 2023.

3.	Unless otherwise expressly provided herein, all other terms and conditions in the Original Agreement shall remain in full force and effect.
4.	This Second Amendment shall be deemed as an integral part of the Original Agreement, but shall take precedence if there is any discrepancy between this Second Amendment and the Original Agreement.
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5.	This Second Amendment may be executed, including execution by email, in any number of counterparts, each of which shall be deemed to be an original and all of which together shall constitute one and the same document.
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The Parties hereto have caused this Second Amendment to be executed and delivered as of the date first written above.

SemiLEDs Corporation

By:/s/ Christopher Lee

Name: Christopher Lee

Title: Chief Financial Officer

J. R. Simplot Company

By:/s/ Scott R. Simplot

Name: Scott R. Simplot

Title: Chairman of the Board

leds-ex12_40.htm

Exhibit 1.2

SECOND AMENDMENT TO LOAN AGREEMENT

This Second Amendment to Loan Agreement (“Second Amendment”) is entered into as of January 14, 2022 (“Effective Date”) by and between SemiLEDs Corporation (“Borrower”), and Trung Doan (“Lender”) (the Borrower and the Lender are hereinafter collectively referred to as “Parties”, and individually a “Party”.)