SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
February 3, 2004
Date of Report (Date of earliest event reported)
StockerYale, Inc.
(Exact name of registrant as specified in its charter)
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Massachusetts (State or other jurisdiction of incorporation) | | 000-27372 (Commission File No.) | | 04-2114473 (IRS Employer Identification No.) |
32 Hampshire Road, Salem, New Hampshire
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(603) 893-8778
Not applicable
(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation FD Disclosure.
On February 3, 2004, StockerYale, Inc. (the "Company") completed a private placement of 1,706,304 shares of its common stock to existing and new institutional investors for $1.15 per share, which resulted in approximately $1,962,250 in proceeds to the Company. The Company intends to use the proceeds for general working capital. In addition, the Company granted the purchasers an option to purchase an additional 426,576 shares at the same price and warrants that are exercisable between the six-month anniversary and the fifth anniversary of closing for an additional 426,576 shares at $1.50 per share. In addition, the Company agreed with the purchasers to file a registration statement covering these shares within 45 days following closing.
The foregoing description of the transaction is only a summary and is qualified in its entirety by reference to the aforementioned transaction documents. The Securities Purchase Agreement, the Form of Warrant Agreement, and the Form of Additional Investment Right entered into in connection with this transaction are filed as exhibits to this Current Report on Form 8-K and are incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits:
Exhibit 10.1 | Securities Purchase Agreement |
Exhibit 10.2 | Form of Warrant Agreement |
Exhibit 10.3 | Form of Additional Investment Right |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | | | StockerYale, Inc. |
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Date: | | February 3, 2004 | | By: | | /s/ Francis J. O'Brien
Francis J. O'Brien Chief Financial Officer and Secretary |