| Item 1.01 | Entry into a Material Definitive Agreement. |
On June 19, 2019, QuickLogic Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Oppenheimer & Co. Inc. (the “Underwriter”) relating to an underwritten public offering (the “Offering”) of an aggregate of 16,000,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). Subject to the terms and conditions contained in the Underwriting Agreement, the Underwriter has agreed to purchase and the Company has agreed to sell the Shares at a public offering price of $0.50 per Share, less the Underwriter’s discount of $0.035 per Share. Under the terms of the Underwriting Agreement, the Company granted the Underwriter a30-day option to purchase up to an additional 2,400,000 shares of Common Stock to cover overallotments, if any, which option was exercised in full by the Underwriter. The Offering, including the exercise of the overallotment option, closed on June 21, 2019 (the “Closing”). The net proceeds to the Company from the Offering after deducting the underwriting discounts and commissions and estimated offering expenses after the Closing are approximately $8.1 million.
The Offering was made pursuant to the Company’s effective registration statement on FormS-3, as amended (Registration StatementNo. 333-230352), previously filed with and declared effective by the Securities and Exchange Commission (the “SEC”), as supplemented by a preliminary prospectus supplement, dated June 18, 2019, and a final prospectus supplement, dated June 19, 2019, filed with the SEC. The opinion of Jones Day regarding the validity of the Shares is filed herewith as Exhibit 5.1.
The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriter, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties.
A copy of the Underwriting Agreement is attached as Exhibit 1.1 to this Current Report on Form8-K and is incorporated herein by reference. The foregoing description of the terms of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to such exhibit.
On June 18, 2019, the Company issued a press release announcing the launch of the Offering, and on June 19, 2019, the Company issued a separate press release announcing the pricing of the Offering. On June 21, 2019, the Company issued a separate press release announcing the full exercise of the overallotment option. Copies of each press release are attached as Exhibits 99.1, 99.2 and 99.3, respectively, to this Current Report on Form8-K and are incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
