DarioHealth amends warrants and preferred stock certificates to remove anti-dilution price adjustments

DarioHealth Corp.

Removed provision in May 1, 2023 warrants that adjusted exercise price upon future equity raise below $3.334 per share.
Amended Series B, B-1, B-2, B-3 preferred stock certificates to eliminate conversion price adjustment in case of subsequent equity sale below $3.00 floor.
Removed 19.99% blocker from Series B, B-2, B-3 certificates; Series B-2 dividend shares subject to stockholder approval.
No new securities issued; changes solely to remove adjustment triggers that could dilute existing holders.
Effective June 14, 2023; filed with Delaware Secretary of State.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

DarioHealth Corp. amended Warrant Amendment Agreement with Avenue Venture Opportunities Fund II, L.P. and Avenue Venture Opportunities Fund, L.P. (effective 2023-06-14).

Action: amendment
Agreement: credit facility
Counterparty: Avenue Venture Opportunities Fund II, L.P. and Avenue Venture Opportunities Fund, L.P.
Effective: 2023-06-14

Exact text from the filing

On June 14, 2023, DarioHealth Corp. (the “Company”) entered into a warrant amendment agreement (the “Warrant Amendment Agreement”) with Avenue Venture Opportunities Fund II, L.P. and Avenue Venture Opportunities Fund, L.P. (collectively, the “Holders”), relating to the warrants issued to the Holders on May 1, 2023 in conjunction with the execution of the Company’s Loan and Security Agreement.

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Source: SEC EDGAR

accession 0001104659-23-072878

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