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BIOLASE, INC. Form 8-K: Current report, 2020

BIOLASE, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2020-11-12: Form 8-K; Period of report 2020-11-12; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
  • 2020-10-27: Form 8-K; Period of report 2020-10-27; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2020-10-27: Form 8-K; Period of report 2020-10-27; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2020-10-14: Form 8-K; Period of report 2020-10-14; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2020-11-128-K2020-11-122.02 Results of Operations and Financial Condition2.02 On November 12, 2020 BIOLASE, Inc. issued a press release announcing its financial results for the third quarter ended September 30, 2020.biol-8k_20201112.htm
2020-10-278-K2020-10-277.01 Regulation FD Disclosure7.01 On October 27, 2020, Biolase, Inc. (the “Company”) filed a Current Report on Form 8-K and issued a press release announcing that it has launched a virtual investor awareness program on M-Vest.com in an effort to raise awareness and streamline business communications to shareholders and to the investment community as a whole.d56080d8k.htm
2020-10-278-K2020-10-277.01 Regulation FD Disclosure7.01 On October 27, 2020, Biolase, Inc. (the “Company”) issued a press release announcing that it has launched a virtual investor awareness program on M-Vest.com in an effort to raise awareness and streamline business communications to shareholders and to the investment community as a whole.d36411d8k.htm
2020-10-148-K2020-10-142.02 Results of Operations and Financial Condition2.02 On October 14, 2020 BIOLASE, Inc. (the “Company”) issued a press release announcing certain unaudited preliminary financial results for the third quarter ended September 30, 2020.biol-8k_20200930.htm
2020-08-138-K2020-08-132.02 Results of Operations and Financial Condition2.02 On August 13, 2020 BIOLASE, Inc. issued a press release announcing its financial results for the second quarter ended June 30, 2020.biol-8k_20200813.htm
2020-08-128-K2020-08-123.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On March 31, 2020, Biolase, Inc. (the “Company”) received notice from Nasdaq that the Company has failed to maintain a required minimum of $2,500,000 in stockholders’ equity for continued listing, as required under Listing Rule 5550(b)(1) (the “Minimum Equity Rule”).d946820d8k.htm
2020-08-058-K2020-07-301.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.d59957d8k.htm
2020-07-228-K2020-07-151.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
3.03 The information contained in Item 5.03 of this report is incorporated by reference herein.
5.03 On July 1, 2020, the Company announced the commencement of a rights offering to holders of the Company’s common stock, par value $0.001 per share (“Common Stock”) and holders of its Common Stock purchase warrants issued on June 10, 2020 as of the record date of July 1, 2020 (the “Rights Offering”) pursuant to its effective Registration Statements on Form S-1 (Registration Statement No. 333-238914 and Registration No. 333-239876), previously filed with and declared effective by the Securities and Exchange Commission..
8.01 On July 15, 2020, the subscription period ended for the Company’s previously announced Rights Offering.
d11879d8k.htm
2020-06-098-K2020-06-081.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events1.01 On June 8, 2020, BIOLASE, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain accredited institutional investors (the “Purchasers”), pursuant to which the Company shall issue to the Purchasers, in a registered direct offering and concurrent private placement, 10,800,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”), and warrants to purchase 10,800,000 shares of Common Stock (the “Warrants”) with an exercise price of $0.515 per share.
8.01 On June 8, 2020, the Company issued a press release regarding the transaction described in Item 1.01, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
d940610d8k.htm
2020-06-018-K2020-05-285.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 As previously announced, on May 13, 2020, the stockholders of BIOLASE, Inc. (the “Company”) approved a proposal at the 2020 annual meeting of stockholders to amend the Company’s Restated Certificate of Incorporation (the “Certificate of Incorporation”) to increase the amount of authorized shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), from 40,000,000 shares of Common Stock to 180,000,000 shares of Common Stock (the “Authorized Share Increase”).d904262d8k.htm
2020-05-288-K2020-05-221.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure1.01 On May 22, 2020, Biolase, Inc. (the “Company”), executed the standard loan documents required for securing a loan (the “EIDL Loan”) from the United States Small Business Administration (the “SBA”) under its Economic Injury Disaster Loan (“EIDL”) assistance program in light of the impact of the COVID-19 pandemic on the Company’s business.
2.03 Reference is made to the disclosure under Item 1.01 above which is hereby incorporated in this Item 2.03 by reference.
7.01 On April 8, 2020, the Company announced that it had teamed up with MEKICS Co. Ltd., an intensive care unit (ICU) equipment manufacturer based in the Republic of Korea (“MEKICS”), to supply MEKICS’s MTV-1000 ICU-grade portable ventilator (the “MTV-1000 Ventilator”) through the Company’s manufacturing facility in Irvine, California.
d937240d8k.htm
2020-05-218-K2020-05-151.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.d925021d8k.htm
2020-05-158-K2020-05-135.07 Submission of Matters to a Vote of Security Holders5.07 On May 13, 2020, Biolase, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”).biol-8k_20200513.htm
2020-05-078-K2020-05-072.02 Results of Operations and Financial Condition2.02 On May 7, 2020 BIOLASE, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2020.biol-8k_20200507.htm
2020-04-168-K2020-04-121.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 On April 14, 2020, Biolase, Inc. (the “Company”), was granted a loan (the “Loan”) from Pacific Mercantile Bank in the aggregate amount of $2,980,000.00, pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title I of the CARES Act, which was enacted March 27, 2020.
2.03 Reference is made to the disclosure under Item 1.01 above which is hereby incorporated in this Item 2.03 by reference.
5.02 On April 12, 2020, the Company and Todd A. Norbe, the Company’s President and Chief Executive Officer, entered into a letter agreement amending Mr. Norbe’s Employment Agreement with the Company, dated August 7, 2018, wherein Mr. Norbe’s minimum annual base salary was reduced by forty percent (40.0%), from $400,000.00 per annum to $240,000.00 per annum, in connection with the Company’s COVID-19 cost reduction measures, for a temporary period of time running from April 12, 2020 through the date that the Company’s Board of Directors approves the Company’s return-to-work plan wherein the Company’s furlough is fully lifted.
biol-8k_20200412.htm
2020-04-068-K2020-03-313.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On March 31, 2020, Biolase, Inc. (the “Company”) received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that, based on the Company’s stockholders’ equity of $377,000 as of December 31, 2019, as reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, it is no longer in compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1), which requires listed companies to maintain stockholders’ equity of at least $2.5 million.d910676d8k.htm
2020-03-268-K2020-03-262.02 Results of Operations and Financial Condition2.02 On March 26, 2020, BIOLASE, Inc. issued a press release announcing its financial results for the year ended December 31, 2019.biol-8k_20200326.htm