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Tintri, Inc. Form 8-K: Current report

Tintri, Inc. Form 8-K: Current report

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

  • 2018-09-11: Form 8-K; Period of report 2018-09-05; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2018-09-06: Form 8-K; Period of report 2018-08-31; Description 2.01 Completion of Acquisition or Disposition of Assets; Details 2.01.
  • 2018-08-31: Form 8-K; Period of report 2018-08-27; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
  • 2018-08-06: Form 8-K; Period of report 2018-08-01; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2018-09-118-K2018-09-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective as of September 5, 2018, and following the sale of substantially all of the assets of Tintri, Inc., a Delaware corporation (the “Company”), to TI Acquisition Corp., a wholly owned subsidiary of DataDirect Networks, Inc., under Section 363 of the United States Bankruptcy Code, Kieran Harty resigned from his position as Chief Technology Officer of the Company.d575261d8k.htm
2018-09-068-K2018-08-312.01 Completion of Acquisition or Disposition of Assets2.01 On August 31, 2018, Tintri, Inc., a Delaware corporation (the “Company”), completed the sale of substantially all of its assets (the “Assets”) to TI Acquisition Corp. (“Purchaser”), a wholly owned subsidiary of DataDirect Networks, Inc. (“Parent”), pursuant a First Amended and Restated Asset Purchase Agreement, dated as of August 29, 2018, by and among the Company, Purchaser and Parent (the “Amended Asset Purchase Agreement”).d621830d8k.htm
2018-08-318-K2018-08-271.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 The information set forth in Item 1.01 above is incorporated herein by reference.
d618258d8k.htm
2018-08-068-K2018-08-018.01 Other Events8.01 On August 1, 2018, the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) entered an order approving the bid procedures proposed by Tintri, Inc. (the “Company”), pursuant to which the Company is authorized to conduct an auction for the sale of substantially all of its assets under Section 363 of the United States Bankruptcy Code (the “Bid Procedures”).d586215d8k.htm
2018-07-248-K2018-07-181.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 • July 25, 2018 – hearing before the Bankruptcy Court on the Company’s motion to approve the Reseller Agreement.
d540073d8k.htm
2018-07-108-K2018-07-021.01 Entry into a Material Definitive Agreement; 1.03 Bankruptcy or Receivership; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
1.03 On July 10, 2018, Tintri, Inc. (the “Company”) filed a voluntary petition (the “Bankruptcy Filing”) for relief under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”).
2.03 The information set forth above under Item 1.03 of this Current Report on Form 8-K regarding the DIP Credit Agreement is incorporated herein by reference.
2.04 On July 2, 2018, the Company received a letter from SVB (the “SVB Notice of Default”) stating that the Company is in default under that certain Amended and Restated Loan and Security Agreement with SVB dated as of April 30, 2018 (as amended, modified, supplemented, and in effect from time to time) (the “SVB Agreement”) due to the Company’s failure to comply with the minimum liquidity covenant of the SVB Agreement for the month ended May 31, 2018, the occurrence of a Material Adverse Change to the Company (as defined in the SVB Agreement), the Company’s inability to remain solvent or to pay its debts as they become due, and the occurrence of an event of default under the TPC Agreement.
3.01 On July 3, 2018, the Company received a Staff Delisting Determination Letter from Nasdaq setting forth a determination to delist the Company’s securities from the Nasdaq as a result of the company’s failure to satisfy the requirements of Nasdaq Listing Rule 5250(c)(1) due to its failure to file a Quarterly Report on Form 10-Q for the period ended April 30, 2018.
5.02 On July 8, 2018 and effective upon the Bankruptcy Filing, the board of directors of the Company (the “Board”) appointed Robert J. Duffy to serve as the Chief Restructuring Officer of the Company.
d904711d8k.htm
2018-06-278-K2018-06-222.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers2.05 On June 22, 2018, the board of directors of Tintri, Inc. (the “Company”) approved a reduction in force of approximately 200 employees.
5.02 In connection with the reduction in force described under Item 2.05 above, the Company terminated the employment of Tom Cashman, who was serving as Executive Vice President, Worldwide Sales and Alliances, effective as of June 25, 2018.
d552967d8k.htm
2018-06-228-K2018-06-161.02 Termination of a Material Definitive Agreement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing1.02 On June 16, 2018, Tintri, Inc. (the “Company”) received a notice (the “Notice”) from Flextronics Telecom Systems, Ltd. (“Flex”) notifying the Company that it was in breach of the Flextronics Manufacturing Services Agreement dated December 22, 2014, by and between the Company and Flex (the “Flex Agreement”) on account of the Company’s failure to pay amounts past due under the Flex Agreement.
3.01 On June 20, 2018, the Company received a notice (the “Nasdaq Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company had not yet filed its Quarterly Report on Form 10-Q for the fiscal year ended April 30, 2018 (the “Form 10-Q”), the Company is no longer in compliance with Nasdaq Listing Rule 5250(c)(1).
d819875d8k.htm
2018-06-198-K2018-06-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 18, 2018, Tom Barton notified Tintri, Inc. (the “Company”) of his resignation as the Company’s Chief Executive Officer, interim Chief Financial Officer and member of the Board, effective immediately.d614422d8k.htm
2018-06-158-K2018-06-152.02 Results of Operations and Financial Condition2.02 On June 15, 2018, Tintri, Inc. (the “Company”) issued a press release announcing its preliminary financial results for its fiscal quarter ended April 30, 2018.d609295d8k.htm
2018-05-028-K2018-04-301.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.d576111d8k.htm
2018-04-048-K/A2018-03-155.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 In a Current Report on Form 8-K filed on March 15, 2018 (the “Original 8-K”), Tintri, Inc. (the “Company”) disclosed that Mr. Ken Klein would resign as the Company’s Chief Executive Officer and that the Board of Directors (the “Board”) of the Company had appointed Mr. Tom Barton as the Company’s new Chief Executive Officer, each reported as expected to become effective as of April 2, 2018.d549492d8ka.htm
2018-03-238-K2018-03-195.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 19, 2018, Ian Halifax notified Tintri, Inc. (the “Company”) of his resignation as the Company’s Chief Financial Officer, effective as of April 30, 2018.d554643d8k.htm
2018-03-158-K2018-03-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 The board of directors (the “Board”) of Tintri, Inc. (the “Company”) has appointed Tom Barton as its Chief Executive Officer, effective as of his start date, which is anticipated to be April 2, 2018.d544179d8k.htm
2018-03-058-K2018-03-012.02 Results of Operations and Financial Condition; 2.05 Costs Associated with Exit or Disposal Activities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events2.02 On March 5, 2018, Tintri, Inc. (the “Company”) issued a press release announcing its financial results for its fourth quarter and fiscal year ended January 31, 2018.
2.05 On March 1, 2018, the Board of Directors of the Company (the “Board”) approved a restructuring and reduction in force plan of approximately 20% of the Company’s global workforce.
5.02 On March 5, 2018, the Company announced that Ken Klein will transition from his role as the Company’s Chief Executive Officer.
8.01 On March 5, 2018, the Company entered into a Waiver and Tenth Amendment to Loan and Security Agreement (the “Tenth Amendment”) with Silicon Valley Bank (“SVB”), pursuant to which the parties agreed to certain amendments and modifications to the Company’s line of credit under the Loan and Security Agreement between the Company and SVB dated as of May 14, 2013, as amended (“Loan Agreement”).
d506630d8k.htm
2018-03-028-K2018-02-262.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant2.03 On February 26, 2018, Tintri, Inc. (the “Company”) issued an aggregate of $12.3 million of convertible promissory notes (“Notes”) under that certain Note Purchase Agreement (the “Note Purchase Agreement”) that it entered into with certain of its stockholders in May 2017, as amended in June 2017, a copy of which has been filed as Exhibit 10.16 to the Company’s Registration Statement on Form S-1/A as filed with the Securities and Exchange Commission on June 29, 2017.d520668d8k.htm
2018-02-218-K2018-02-152.05 Costs Associated with Exit or Disposal Activities2.05 On February 15, 2018, Tintri, Inc. (the “Company”) terminated its lease of certain office space located at 205 Ravendale Drive, Mountain View, California.d499509d8k.htm
2017-12-138-K2017-12-132.02 Results of Operations and Financial Condition2.02 On December 13, 2017, Tintri, Inc. (the “Company”) issued a press release announcing its financial results for the third fiscal quarter ended October 31, 2017.d479373d8k.htm
2017-09-208-K2017-09-182.05 Costs Associated with Exit or Disposal Activities2.05 On September 18, 2017, the Board of Directors of Tintri, Inc. (the “Company”) approved a restructuring and reduction in force plan of a little more than 10% of the Company’s global workforce.d196281d8k.htm
2017-09-078-K2017-09-072.02 Results of Operations and Financial Condition2.02 On September 7, 2017, Tintri, Inc. (the “Company”) issued a press release announcing its financial results for the second fiscal quarter ended July 31, 2017.d456061d8k.htm
2017-08-228-K2017-08-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On August 21, 2017, Tintri, Inc. (the “Company”) announced changes to the structure of its sales organization.
8.01 Starting August 21, 2017, the Company will flatten the structure of its sales organizations.
d446564d8k.htm
2017-08-158-K2017-08-105.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On August 10, 2017, Charles Giancarlo, a Class I director, resigned from the board of directors of the Company (the “Board”) and the Nominating and Corporate Governance Committee of the Board, effective immediately.d416355d8k.htm
2017-08-038-K2017-08-018.01 Other Events8.01 As previously reported, on June 29, 2017, Tintri, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Morgan Stanley & Co. LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Underwriters”), relating to the public offering, issuance and sale of 8,572,000 shares of the Company’s common stock at $7.00 per share (the “Offering”).d438465d8k.htm