Intuitive Machines Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.01 Entry into a Material Definitive Agreement.
In connection with Intuitive Machines, Inc’s (the “Company”) Registration Statement on Form S-3 (File No. 333-278288) (the “Registration Statement”), which was originally filed with the Securities and Exchange Commission (“SEC”) on March 27, 2024, and declared effective by the SEC on April 3, 2024, which included a base prospectus, and a prospectus relating to the offer and sale, from time to time though Cantor (as defined below), of shares of the Company’s Class A common stock, par value $0.0001 per share, for aggregate gross proceeds of up to $100.0 million (the “Shares”) that was filed with the SEC on April 4, 2024 (the “Prospectus”), the Company is hereby filing Exhibit 1.2 to the Registration Statement, a copy of the Controlled Equity OfferingSM Sales Agreement (the “Sales Agreement”) with Cantor Fitzgerald & Co. (“Cantor”) which is filed herewith as Exhibit 10.1.
The Sales Agreement contains customary representations, warranties and agreements by the Company, and indemnification obligations of the Company and Cantor and other obligations of the parties. Under the terms of the Sales Agreement, the Company has agreed to pay Cantor a commission of up to 3.0% of the sales price per share sold under the Sales Agreement. In addition, the Company has agreed to reimburse certain expenses incurred by Cantor in connection with the Sales Agreement.
The foregoing description of the Sales Agreement is not complete and is qualified in its entirety by reference to the full text of such agreement, a copy of which is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference, the Registration Statement and the Prospectus.
The Shares will be sold pursuant to the Registration Statement, and offerings of the Shares will be made only by means of the Prospectus. This Current Report on Form 8-K shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | |
| 10.1 | ||
| 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.
| INTUITIVE MACHINES, INC. | |||
| Date: April 5, 2024 | By: | /s/ Steven Vontur | |
| Name: | Steven Vontur | ||
| Title: | Interim Chief Financial Officer and Controller | ||
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