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UNITED STATES

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

Date of Report (Date of earliest event reported): December 7, 2022

ALIMERA SCIENCES, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-34703

20-0028718

(State or other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

6310 Town Square, Suite 400

Alpharetta, Georgia

30005

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (678) 990-5740

Not Applicable

(Former name or former address if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

ALIM

The Nasdaq Stock Market LLC

(Nasdaq Global Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o



Item 1.01. Entry into a Definitive Material Agreement.

Alimera Sciences, Inc. (“Alimera”), under its December 31, 2019 $45 million Loan and Security Agreement with SLR Investment Corp. (“SLR,” f/k/a Solar Capital Ltd.) and certain other lenders (as amended by the First Amendment dated as of May 1, 2020, the Second Amendment dated as of March 30, 2021 and the Third Amendment dated as of February 22, 2022, the “Loan Agreement”), is required to establish new revenue covenants on an annual basis for all years beginning after December 31, 2020. In addition, amortization of principal under the Loan Agreement was scheduled to begin on January 1, 2023.

On December 7, 2022, Alimera entered into a Fourth Amendment (the “Amendment”) to the Loan Agreement with SLR, as the “Collateral Agent,” and the parties signing the Loan Agreement from time to time as “Lenders,” including SLR in its capacity as a “Lender.” The Amendment, among other things:

(a)extends the amortization date from January 1, 2023 to April 1, 2023, provided that such date may be further extended to July 1, 2023 upon Alimera’s request and in consultation with the Lenders, in each of the Lenders’ sole discretion;

(b)specifies the minimum revenue amount, calculated on a trailing six-month basis and tested at the end of each calendar quarter in 2023, that Alimera must achieve for each such period (the “Revenue Covenant”); and

(c)requires that the Revenue Covenant be tested at March 31, 2024 and at the last day of each quarter thereafter, with the minimum revenue amount equal to a percentage of Alimera’s projected revenues in accordance with an annual plan submitted by Alimera to the Collateral Agent by January 15th of such year, such plan to be thereafter approved by Alimera’s board of directors and the Collateral Agent in its sole discretion no later than February 28 of such year.

Within three business days of execution of the Amendment, Alimera will pay to the Collateral Agent an amendment fee of $112,500. The size, pricing and other significant terms of the Loan Agreement remain unchanged. The Loan Agreement contains customary affirmative and negative covenants and events of default. The occurrence of an event of default could result in the acceleration of Alimera’s obligations under the Loan Agreement and an increase to the applicable interest rate and would permit the Collateral Agent to exercise remedies with respect to the collateral under the Loan Agreement.

The summaries of the terms of the Loan Agreement set forth in (i) Alimera’s Current Report on Form 8-K dated December 31, 2019 and filed with the SEC on January 6, 2020, (ii) Alimera’s Current Report on Form 8-K dated May 1, 2020 and filed with the SEC on May 1, 2020, (iii) Alimera’s Current Report on Form 8-K dated March 30, 2021 and filed with the SEC on March 30, 2021, and (iv) Alimera’s Current Report on Form 8-K dated February 22, 2022 and filed with the SEC on February 28, 2022 are hereby incorporated by reference into this Current Report on Form 8-K. The foregoing descriptions of the terms and conditions of the Amendment do not purport to be complete and are qualified in their entirety by the full text of the Amendment, which will be filed with the SEC as an exhibit to Alimera’s Annual Report on Form 10-K for the year ended December 31, 2022.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information disclosed in Item 1.01 above is incorporated herein by reference.

Item 8.01. Other Events.

On December 8, 2022, Alimera issued a press release announcing the Amendment. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

Exhibit

No.

Description

99.1

Press Release of Alimera Sciences, Inc. dated December 8, 2022

104

Cover Page Interactive Data File (embedded within the inline XBRL document)


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SIGNATURES

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 hereunto duly authorized.

ALIMERA SCIENCES, INC.

Dated: December 8, 2022

By:

/s/ Richard S. Eiswirth, Jr.

Name:

Richard S. Eiswirth, Jr.

Title:

President, Chief Executive Officer and Interim Chief Financial Officer

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