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GIGA TRONICS INC (GIGA) Create: Alert

All | News | Filings
Date FiledTypeDescription
04/03/2023 8-K Results of Operations and Financial Condition, Financial Statements and Exhibits  Interactive Data
Docs: "Exhibt 99.1 Gresham Worldwide Fourth Quarter 2022 Bookings Exceed $8 Million Gresham ended fiscal year 2022 with approximately $30 million in backlog, a year-over-year increase as compared to $25 million at the end of fiscal year 2021 After closing the share exchange in September 2022, Gresham remains focused on executing backlog orders and increasing new business bookings with a 2023 revenue target of $40 million SCOTTSDALE, AZ – MARCH 28, 2023 - Giga-tronics, Inc. d/b/a Gresham Worldwide , a provider of purpose-built electronic technology solutions for defense and other mission critical applications, today announced its global new business bookings exceeded $8 million for the most recent quarter ending December 31, 2022. Gresham continues to drive new business with increased focus on int..."
01/11/2023 8-K Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance S...
Docs: "NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL TO THE HOLDER , IN A FORM REASONABLY ACCEPTABLE TO THE COMPANY, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR UNLESS SOLD OR ELIGIBLE TO BE SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ...",
"“Subject Entity” means any Person, Persons or Group or any Affiliate or associate of any such Person, Persons or Group. “Successor Entity” means the Person formed by, resulting from or surviving any Fundamental Transaction or the Person with which such Fundamental Transaction shall have been entered into. “Trading Day” means, as applicable, with respect to all price or trading volume determinations relating to the Common Shares, any day on which the Common Shares is traded on the Principal Market, or, if the Principal Market is not the principal trading market for the Common Shares, then on the principal securities exchange or securities market on which the Common Shares is then traded, provided that “Trading Day” shall not include an...",
"REGISTER; TRANSFER AGENT INSTRUCTIONS; LEGEND. Register. The Company shall maintain at its principal executive offices , a register for the Notes and the Warrants in which the Company shall record the name and address of the Person in whose name the Notes and the Warrants have been issued , the principal amount of the Notes held by such Person, the number of Conversion Shares issuable pursuant to the terms of the Notes and the number of Warrant Shares issuable upon exercise of the Warrants held by such Person. The Company shall keep the register open and available at all times during business hours for inspection of any Buyer or its legal representatives. 37 Transfer Agent Instructions. The Company shall issue irrevocable instructions to its transfer agent and any subsequent transfer agent...",
"SECURITY AGREEMENT This Security Agreement , dated as of January 10, 2023, by and between Giga-tronics Incorporated, a company organized under the laws of the state of California and ______________ . RECITALS WHEREAS, pursuant to that certain Securities Purchase Agreement dated as of the date hereof, by and among Grantor and Secured Party , Grantor agreed to issue and Secured Party agreed to purchase a new series of senior convertible notes of Grantor in the aggregate original principal amount of $3,333,333 ; WHEREAS, as a condition to its agreement to purchase the Notes, in order to secure repayment of the amounts due under the Notes and fulfillment of all obligations of Grantor thereunder , Secured Party is requiring and Grantor has agreed to pledge its interest in the Collateral to Secu...",
"SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT , dated as of January 6, 2023, is made and given by AULT ALLIANCE, Inc., a Delaware corporation formerly known as BitNile Holdings, Inc. , in favor of __________________ . A. Giga-tronics Incorporated, a company organized under the laws of the state of California , is indebted or may become indebted to Junior Creditor on account of loans or other financial accommodations extended by Junior Creditor to Borrower pursuant to that certain Senior Secured Convertible Promissory Note due December 31, 2024 in the principal face amount of $4,382,740 dated December 31, 2022, that certain 10% Senior Secured Convertible Promissory Note due December 31, 2024 in the principal face amount of $6,750,000 dated December 31, 2022which were issued in the Au...",
"REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT , dated as of January 10, 2023, is by and among Giga-tronics Incorporated, a company organized under the laws of the state of California with offices located at 7272 E. Indian School Road, Suite 540, Scottsdale, Arizona 85251 , and the undersigned buyers . RECITALS A. In connection with the Securities Purchase Agreement by and among the parties hereto, dated as of January 6, 2023 , the Company has agreed, upon the terms and subject to the conditions of the Securities Purchase Agreement, to issue and sell to each Buyer the Notes which will be convertible into Conversion Shares in accordance with the terms of the Notes and the Warrants which will be exercisable to purchase Warrant Shares in accordance with the terms of the Warr..."
01/06/2023 8-K Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance S...
11/25/2022 8-K Quarterly results
11/18/2022 8-K Quarterly results
10/26/2022 8-K Quarterly results
10/18/2022 8-K Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits  Interactive Data
09/27/2022 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year  Interactive Data
Docs: "CERTIFICATE OF AMENDMENT OF THE ARTICLES OF INCORPORATION OF GIGA-TRONICS INCORPORATED The undersigned certify that: 1. They are the President and Chief Executive Officer and the Chief Financial Officer of Giga-tronics Incorporated, a California corporation, California Entity Number C0976644. 2. Article IV of the Articles of Incorporation of this corporation is amended to read as follows: “IV. This corporation is authorized to issue two classes of stock, to be designated respectively “Common Stock” and “Preferred Stock.” The total number of shares which the Corporation is authorized to issue is 101,000,000 shares of which 100,000,000 shares shall be Common Stock and 1,000,000 shares shall be Preferred Stock. 3. The foregoing amendment of the Articles of I..."
09/16/2022 8-K Unregistered Sales of Equity Securities  Interactive Data
09/14/2022 8-K Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Creation of a Direct Financia...
Docs: "NOTICE OF CONVERSION The undersigned hereby elects to convert principal under the Senior Secured Convertible Promissory Note, due February 14, 2023 of Giga-tronics Incorporated, a California corporation , into shares of common stock of the Company , according to the conditions hereof, as of the date written below. If shares of Common Stock are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto and is delivering herewith such certificates and opinions as reasonably requested by the Company in accordance therewith. No fee will be charged to the holder for any conversion, except for such transfer taxes, if any. By the delivery of this Notice of Conversion, the undersigned represents and warrants to the Comp...",
"SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement is dated as of September 8, 2022 by and between Giga-tronics Incorporated, a California corporation , and the purchaser identified on the Purchaser signature page hereto . WHEREAS, the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, the Note as set forth herein; and WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4 of the Securities Act of 1933, as amended , and/or Rule 506 promulgated thereunder, the Company will sell and issue to the Purchaser the Note and the Conversion Shares without registration. NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable c...",
"W I T N E S S E T H: WHEREAS, pursuant to that certain Securities Purchase Agreement, dated as of even date herewith, by and among the Company and the purchasers signatory thereto , the Secured Lender has agreed to fund the Company with respect to the issuance of that certain Senior Secured Convertible Note due on the Maturity Date set forth therein, issued by the Company to the Secured Lender ; and together with the Note, any other securities that may be issued from time-to-time . WHEREAS, in order to induce the Secured Lender to fund the Company, each Debtor has agreed to execute and deliver to the Secured Lender this Agreement and to grant the Secured Lender a security interest in certain property of such Debtor to secure the prompt payment, performance and discharge in full of all of t...",
"1. Definitions. Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement. As used in this Agreement, the following terms shall have the following meanings: “Advice” shall have the meaning set forth in Section 6. “Conversion Date” means the earlier of the date that the Purchaser voluntarily elects to convert the Note pursuant to its Section 4, or the Note is converted pursuant to its Section 4 but only is such conversion occurs upon the closing of a Non-Qualified Offering. “Effectiveness Date” means, with respect to the Initial Registration Statement required to be filed hereunder, the sixtieth calendar day following the Filing Date, provided...",
"GIGA-TRONICS INCORPORATED PREFERRED SHARE REPURCHASE AGREEMENT This Preferred Share Repurchase Agreement is entered into as of _____ __, 2022 by and between Giga-tronics Incorporated, a California corporation , and the holder of the Company’s preferred shares named on the signature page to this Agreement with respect to the following facts: A. Shareholder currently owns the shares of preferred stock of the Company listed on the signature page to this Agreement , which constitute all of the shares of preferred stock of the Company owned by Shareholder. B. The Company, BitNile Holdings, Inc., a Delaware corporation and Gresham Worldwide, Inc., Delaware corporation , have entered a Share Exchange Agreement, dated as of December 27, 2021, as amended providing, among other things, the Company w..."
09/07/2022 8-K Entry into a Material Definitive Agreement, Material Modifications to Rights of Security Holders, Financial Statements and Ex...
Docs: "IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed as of the day and year first above written. GIGA-TRONICS INCORPORATED By:__/s/ John Regazzi ______________ Name: John Regazzi Title: President and Chief Executive Officer AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent By:___/s/ Michael Legregin______ Name:_Michael Legregin________ Title: Senior Vice President, Corporate Actions Relationship Management & Operations"
08/29/2022 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits  ...
Docs: "CERTIFICATE OF DETERMINATION OF SERIES F CONVERTIBLE REDEEMABLE PREFERRED STOCK OF GIGA-TRONICS INCORPORATED,"
08/23/2022 8-K Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits  Interactive Data
Docs: "155 108th Ave NE Suite 820"
08/11/2022 8-K Quarterly results
07/01/2022 8-K Quarterly results
04/11/2022 8-K Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits ...
Docs: "Amendment No. 1 to Share Exchange Agreement by and among Giga-tronics Incorporated, BitNile Holdings, Inc. and Gresham Worldwide, Inc.",
"Common Stock Purchase Warrant",
"Amended and Restated Secured Promissory Note",
"Amendment to Security and Pledge Agreement"
04/08/2022 8-K Resignation/termination of a director
03/14/2022 8-K Regulation FD Disclosure, Financial Statements and Exhibits  Interactive Data
Docs: "Investor Presentation"
01/13/2022 8-K Regulation FD Disclosure, Financial Statements and Exhibits  Interactive Data
Docs: "Presentation for January 13, 2022 Investor Call"
11/18/2021 8-K Entry into a Material Definitive Agreement, Financial Statements and Exhibits  Interactive Data
Docs: "Secured Promissory Note",
"Security and Pledge Agreement"
11/10/2021 8-K Results of Operations and Financial Condition, Financial Statements and Exhibits  Interactive Data
Docs: "Giga-tronics Reports Fiscal 2022 Second Quarter Results Dublin, CA – November 9, 2021 – Giga-tronics Incorporated today reported results for the second fiscal quarter and six months ended September 25, 2021: Second Quarter Fiscal Year 2022 Highlights ● Revenue increased 33% over the second quarter of last fiscal year and 74% sequentially over the first quarter of fiscal 2022 to $3.6 million. o Microsource filter revenue increased 75% over the second quarter of last fiscal year and 64% sequentially over the first quarter of fiscal 2022 to $3.3 million primarily due to receipt of a large order during the quarter. o RADAR and Electronic Warfare test revenue decreased to $297,000 versus $822,000 in the second quarter of fiscal 2021, but increased sequentially by $246,000 over the first ..."
08/12/2021 8-K Quarterly results
04/29/2021 8-K Quarterly results
02/08/2021 8-K Quarterly results
02/04/2021 8-K Quarterly results
12/30/2020 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements...
Docs: "Form of Option Agreement for Certain Grants to Executive Officers",
"Form of Option Agreement for Employees and Executive Officers"
11/05/2020 8-K Quarterly results
Docs: "GIGA-TRONICS INCORPORATED CONDENSED CONSOLIDATED BALANCE SHEETS September 26, 2020 March 28, 2020* Assets Current assets: Cash and cash-equivalents $ 405 $ 657 Trade accounts receivable, net of allowance of $8 and $8, respectively 1,021 932 Inventories, net 3,166 3,261 Prepaid expenses and other current assets 2,438 2,209 Total current assets 7,030 7,059 Property and equipment, net 458 508 Right of use asset 1,027 1,183 Other long-term assets 176 176 Total assets $ 8,691 $ 8,926 Liabilities and shareholders' equity Current liabilities: Accounts payable $ 1,030 $ 803 Loans payable, net of discounts and issuance costs 1,490 1,320 Accrued payroll and benefits 398 300 Deferred revenue — 159 Lease obligations 430 426 Other current liabilities 330 364 Total current liabilities 3,678 3,372 Other..."
10/13/2020 8-K Quarterly results
09/25/2020 8-K Quarterly results
09/23/2020 8-K Quarterly results
08/06/2020 8-K Quarterly results
07/23/2020 8-K Quarterly results
06/24/2020 8-K Quarterly results
05/28/2020 8-K Quarterly results
Docs: "Giga-tronics Reports Results for Q4 FY 2020 and FY 2020 - Fourth Quarter 2020 Revenue and Profitability Impacted by Temporary Closure Due to California Shelter-in-Place Order; Company Resumed Full Production in April - Solid Sales Pipeline and Proprietary RADAR Testing Solution Position Company to Continue to Gain Market Share Dublin, CA – May 28, 2020 – Giga-tronics Incorporated reported results for the fourth quarter and fiscal year ended March 28, 2020. Revenue for the fourth fiscal quarter ended March 28, 2020 was $2.6 million, as compared to $3.5 million for the same period of fiscal 2019. Fourth quarter revenue was adversely impacted by the Company’s compliance with California’s Shelter-in-Place order during the month of March, which resulted in the temporary closure of its Californ..."
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