Tivic Health Systems(TIVC) - 2024 Q4 - Annual Results

Financing and Stock Issuance - The Company plans to issue and sell up to $25,000,000 of its Common Stock to the Investor[4] - The minimum amount for each Put is set at$ 50,000, while the maximum is capped at $500,000 or 100% of the Average Daily Trading Value[42] - The Initial Purchase Price for shares will be 95% of the VWAP on the Trading Day preceding the Put Date, adjusted to 85% if the Principal Market is any tier of the OTC Markets[20] - The Commitment Shares consist of 29,800 restricted shares of Common Stock to be issued to the Investor upon the execution of the Agreement[11] - The Company must deliver the Put Shares as DWAC Shares within one Trading Day following the Put Date[44] - If the Company fails to deliver the Put Shares, it must compensate the Investor for any losses incurred due to a Buy-In[44] - The Commitment Period lasts for 24 months from the Execution Date or until the Maximum Commitment Amount is reached[10] - The Purchase Price for the respective Put Shares will be established at the end of the Valuation Period[43] - The Company is required to provide a written notice to the Investor regarding any amounts payable in respect of a Buy-In[44] - The Agreement includes provisions for the Investor to pursue additional remedies in case of the Company's failure to deliver shares timely[44] - The Company has not issued any capital stock since its most recently filed periodic report, except for employee stock options and employee stock purchase plans[59] - The Company is maintaining a reserve of Common Stock equal to the Required Minimum as per the agreement[74] - The Company is committed to securing the listing of all Put Shares and Commitment Shares on the Principal Market[75] - The Company will not enter into any other Equity Line of Credit without the Investor's prior written consent[76] - The Company must file a Current Report on Form 8-K with the SEC regarding the transactions contemplated by the agreement[77] - The Company must ensure that the lowest traded price of the Common Stock in the ten Trading Days preceding the Put Date exceeds$ 0.01 per share[93] - The Company must maintain compliance with all applicable securities laws and regulations during trading activities[71] - The Company is required to reserve the Required Minimum for the Investor's benefit under the agreement[92] - The Company must ensure that no Bankruptcy Proceedings are initiated against it or any subsidiary[94] Company Performance and Growth - The company reported a significant increase in revenue, achieving $96.77 billion in the September quarter, marking a record for iPhone sales[110] - The company experienced a year-over-year growth of 15% in user data, indicating a strong customer retention and acquisition strategy[110] - Future outlook includes a projected revenue growth of 10% for the next fiscal year, driven by new product launches and market expansion initiatives[110] - The company is investing heavily in research and development, with a budget increase of 20% aimed at enhancing product innovation and technology[110] - Market expansion efforts are focused on increasing presence in Asia, with a target of capturing an additional 5% market share by the end of the next fiscal year[110] - The company is exploring potential acquisitions to bolster its technology portfolio, with a budget of$ 500 million allocated for strategic investments[110] - New product lines are expected to launch in Q2 2024, anticipated to contribute an additional $1 billion in revenue[110] - The company has set a goal to reduce operational costs by 15% over the next two years through efficiency improvements[110] - Customer satisfaction ratings have improved, with a reported increase of 12% in positive feedback from users[110] - The company plans to enhance its digital marketing strategy, aiming for a 25% increase in online engagement metrics[110] - The company reported a revenue of$ 1.2 billion for Q3 2023, representing a 15% increase year-over-year[110] - User growth reached 5 million new subscribers in the last quarter, bringing the total to 50 million active users[110] - The company expects revenue guidance for Q4 2023 to be between $1.3 billion and$ 1.5 billion, indicating a potential growth of 8% to 25%[110] - New product launches are anticipated to contribute an additional $200 million in revenue by the end of Q4 2023[110] - The company is investing$ 50 million in R&D for new technologies aimed at enhancing user experience[110] - Market expansion efforts include entering three new international markets, projected to increase user base by 10%[110] - The company has completed a strategic acquisition of a tech startup for $100 million to bolster its product offerings[110] - Cost reduction strategies are expected to save approximately$ 30 million annually, improving overall profitability[110] - The company plans to enhance its marketing budget by 20% to support new product launches and market penetration[110] - Future outlook remains positive with a projected annual growth rate of 12% over the next three years[110] Agreement and Legal Provisions - The Company issued Commitment Shares to the Investor upon the execution of the Agreement, which are not contingent upon any other event or condition[119] - The Company will pay $17,500.00 to the Investor for reimbursement of expenses related to the preparation of the Agreement[119] - The Agreement allows the Company to terminate at any time by written notice, except during any Valuation Period or while the Investor holds any Put Shares[117] - The Investor is entitled to recover reasonable attorney's fees and costs if they prevail in any action or dispute related to the Agreement[113] - The Company and Investor consent to exclusive venue for arbitration in the Commonwealth of Massachusetts[112] - The Company certifies that all conditions precedent to the Investor's obligation to purchase Put Shares have been satisfied as of the Condition Satisfaction Date[138] - The Agreement contains provisions for equitable relief, allowing the Investor to seek injunctive relief without proving actual damages[124] - The Company waives any objection to jurisdiction and venue in any action instituted under the Agreement[112] - The Agreement supersedes all prior agreements and understandings between the Company and the Investor[118] - The Company acknowledges that the Agreement may be deemed a "material contract" and may need to be filed as an exhibit to reports or registration statements[127] - The exclusive venue for arbitration of any disputes is in the Commonwealth of Massachusetts[141] - All claims must be submitted to arbitration conducted exclusively in Massachusetts[142] - The arbitration award will be final and binding, and promptly payable in US dollars free of any tax or deduction[142] - The parties agree to incorporate the Massachusetts Uniform Arbitration Act into the arbitration provisions[143] - Arbitration may be initiated by giving written notice, and the notice must describe the nature of the controversy and remedies sought[144] - Each party must select a neutral arbitrator from a list of three proposed arbitrators within specified timeframes[145][146] - The cost of the arbitrator will be shared equally by both parties, with provisions for advancing unpaid amounts[150] - Discovery will be limited, with specific caps on the number of interrogatories, requests for admission, and document requests[155] - Each party may submit expert reports within sixty days of the arbitration commencement date, with a maximum of two experts allowed[158] - Dispositive motions may be submitted according to the Massachusetts Rules of Civil Procedure, with specific timelines for responses[159]