AgEagle Aerial Systems Inc 8-K/A, filed Apr 14, 2023
AgEagle Aerial Systems Inc. (UAVS)
About this 8-K/A
AgEagle Aerial Systems Inc filed this 8-K/A on April 14, 2023, reporting on events of March 10, 2023.
Items reported
- Item 3.02: Unregistered sale of equity
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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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 (see General Instruction A.2. below):
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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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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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. ☐
Explanatory Note
This amendment to the Form 8-K is being furnished for the purpose of clarifying and correcting the number of shares of common stock each share of Series F Preferred is convertible into, and the number of shares of common stock the Additional Warrants are exercisable into as disclosed in Item 3.02 to the Form 8-K filed on March 14, 2023. As previously reported, on March 9, 2023, AgEagle Aerial Systems Inc. (the “Company”) received an investor notice to purchase an additional 3,000 shares of Series F 5% Convertible Preferred, at the Stated Value of $1,000 per share (the “Additional Series F Convertible Preferred”) and associated common stock warrants (the “Additional Warrants”) pursuant to a Securities Purchase Agreement, dated June 26, 2022, (the “Agreement”) entered by the Company and certain institutional investor (the “Investor”). Each share of Additional Series F Convertible Preferred is convertible into 2,381 shares of the Company’s common stock per $1,000 Stated Value per share of Preferred Stock, at a conversion price of $0.42 per share. The Additional Warrants are exercisable to purchase up to 7,142,715 shares of common stock at the exercise price of $0.42 per share warrant.
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SIGNATURES
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 hereunto duly authorized.
Dated: April 14, 2023
| AGEAGLE AERIAL SYSTEMS INC. |
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| By: | /s/ Nicole Fernandez-McGovern |
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| Name: | Nicole Fernandez-McGovern |
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| Title: | Chief Financial Officer |
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