--- schema_version: "secwatch.filing_event.v1" accession: "0001825079-23-000052" form_type: "8-K" ticker: "VELO" cik: "0001825079" company_name: "Velo3D, Inc." filed_at: "2023-12-28T23:59:59+00:00" generated_at: "2026-06-07T06:27:53.582394+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # Velo3D raises $18M in equity, repays $25M in debt, faces NYSE delisting notice ## Summary - Gross proceeds of $18M from sale of 36M shares and warrants at $0.50/unit; $5M from existing note holders. - Cash payment of $25M to repay $20.8M principal on senior secured notes; removes Jan 2024 redemption and cash covenant. - NYSE notified common stock avg closing price below $1.00 over 30 days; 6-month cure period to regain compliance. - CEO Brad Kreger cites operational changes, debt relief, and equity investment as resources for strategic review. - Offering expected to close Dec 29; A.G.P./Alliance Global Partners acting as placement agent. ## SEC filing metadata - accession: 0001825079-23-000052 - form_type: 8-K - ticker: VELO - cik: 0001825079 - company_name: Velo3D, Inc. - filed_at: 2023-12-28T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 3.01, 7.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1825079/000182507923000052/0001825079-23-000052-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1825079/000182507923000052/vld-20231228.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001825079-23-000052 - JSON: https://secwatch.observer/filing/0001825079-23-000052.json - Plain text: https://secwatch.observer/filing/0001825079-23-000052.txt ## Key facts - Listing & Compliance Notices Velo3D, Inc. received a nyse deficiency notice notice regarding minimum bid price (rules 802.01C). - Exchange: nyse - Notice: deficiency notice - Deficiency: minimum bid price - Rules: 802.01C source text: December 26, 2023, the Company received informal notice from the New York Stock Exchange (the “NYSE”) that the NYSE will be sending the Company a written notice (the “Notice”) that the Company is below compliance criteria pursuant to the continued listing standards set forth in Section 802.01C of the NYSE Listed Company Manual as the average closing price of the Company’s common stock is less than $1.00 per share over a consecutive 30 trading-day period (the “Minimum Share Price Requirement”). In accordance with applicable NYSE procedures, upon receipt of the Notice, the Company plans to notif evidence_url: https://www.sec.gov/Archives/edgar/data/1825079/000182507923000052/0001825079-23-000052-index.htm - Material Agreements Velo3D, Inc. entered into Placement Agency Agreement with A.G.P./Alliance Global Partners (effective 2023-12-27). - Action: entry - Agreement: underwriting - Counterparty: A.G.P./Alliance Global Partners - Effective: 2023-12-27 source text: In connection with the Offering, on December 27, 2023, the Company entered into a placement agency agreement (the “Placement Agency Agreement”) with A.G.P./Alliance Global Partners (the “Placement Agent”). evidence_url: https://www.sec.gov/Archives/edgar/data/1825079/000182507923000052/0001825079-23-000052-index.htm - Material Agreements Velo3D, Inc. entered into Purchase Agreements with certain institutional investors valued at approximately $18.0 million (effective 2023-12-27). - Action: entry - Agreement: equity purchase - Counterparty: certain institutional investors - Value: approximately $18.0 million - Effective: 2023-12-27 source text: On December 27, 2023, Velo3D, Inc. (the “Company”) entered into securities purchase agreements (the “Purchase Agreements”) with certain institutional investors (collectively, the “Purchasers”). evidence_url: https://www.sec.gov/Archives/edgar/data/1825079/000182507923000052/0001825079-23-000052-index.htm - Material Agreements Velo3D, Inc. amended Note Amendment with note holders valued at $25.0 million (effective 2023-12-27). - Action: amendment - Agreement: notes offering - Counterparty: note holders - Value: $25.0 million - Effective: 2023-12-27 source text: In addition, on December 27, 2023, the Company entered into a note amendment (the “Note Amendment”) to its senior secured notes due 2026 (the “Secured Notes”) with the note holders, pursuant to which (A) the Company will make a cash payment to the note holders of $25.0 million to repay approximately $20.8 million of aggregate principal amount of the Secured Notes, together with accrued and unpaid interest (the “Cash Payment”), and (B) effective as of the completion of the Cash Payment, the Secured Notes will be amended to (i) eliminate the requirement to redeem an aggregate of $8,750,000 of principal amount of Secured Notes for a repayment price of $10,500,000, plus accrued and unpaid interest, on January 1, 2024, (ii) eliminate the requirement to maintain a minimum of $35.0 million of unrestricted cash and cash equivalents and (iii) defer the requirement to, on or before December 31, 2023, establish a new “at-the-market” offering program (or increase the Company’s existing “at-the-mar evidence_url: https://www.sec.gov/Archives/edgar/data/1825079/000182507923000052/0001825079-23-000052-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.