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T2 Biosystems | 8-K: Amendment and Restatement Certificate of Designation of Preferences, Rights and Limitations of Convertible Preferred Stock

SEC announcement ·  May 8 04:54
Summary by Futu AI
T2 Biosystems, Inc., a Delaware-incorporated company listed on the Nasdaq Global Market under the trading symbol TTOO, has announced its intention to amend and restate the Certificate of Designation for its Series A and Series B Convertible Preferred Stock. The proposed amendments aim to remove the beneficial ownership blockers that currently prevent conversions of preferred stock into common stock that would result in ownership exceeding set thresholds. Specifically, the amendments will eliminate the 49.99% and 19.99% ownership caps for Series A and Series B Convertible Preferred Stock, respectively. Following the anticipated amendments, entities associated with CRG Partners will be eligible to convert their preferred shares into approximately 1.8 million common shares, which would give them an ownership stake of roughly 69% in T2 Biosystems. This...Show More
T2 Biosystems, Inc., a Delaware-incorporated company listed on the Nasdaq Global Market under the trading symbol TTOO, has announced its intention to amend and restate the Certificate of Designation for its Series A and Series B Convertible Preferred Stock. The proposed amendments aim to remove the beneficial ownership blockers that currently prevent conversions of preferred stock into common stock that would result in ownership exceeding set thresholds. Specifically, the amendments will eliminate the 49.99% and 19.99% ownership caps for Series A and Series B Convertible Preferred Stock, respectively. Following the anticipated amendments, entities associated with CRG Partners will be eligible to convert their preferred shares into approximately 1.8 million common shares, which would give them an ownership stake of roughly 69% in T2 Biosystems. This conversion is expected to result in a total of 15,366,085 common shares outstanding as of May 7, 2024. The company also highlighted the urgency to comply with Nasdaq's minimum market value requirement of $35.0 million by May 20, 2024, to avoid delisting. The share price must reach at least $2.28 to meet this requirement. The report includes forward-looking statements and acknowledges various risks and uncertainties that could affect the company's actual results.

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