Current Report Filing (8-k)
06 April 2021 - 10:31PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
April 5, 2021
NETLIST, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33170
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95-4812784
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(State or other jurisdiction of
incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number)
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175 Technology Drive, Suite 150
Irvine, California 92618
(Address of principal executive offices)
(949) 435-0025
(Registrant’s telephone number, including
area code)
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:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
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:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which
registered
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Common Stock, par value $0.001 per share
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NLST
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None
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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 ¨
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. ¨
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Item 1.01.
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Entry into Material Definitive Agreement
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On
April 5, 2021, Netlist, Inc. (the “Company”) entered into a Strategic Product Supply and License Agreement
(the “License Agreement”) and Product Purchase and Supply Agreement (the “Supply Agreement”) with
SK hynix Inc., a corporation formed and existing under the laws of the Republic of Korea (“SK hynix”). Both
agreements have a term of 5 years. Under the License Agreement, (a) Netlist has granted to SK hynix fully paid, worldwide, non-exclusive,
non-assignable licenses to certain of its patents covering memory technologies and (b) SK hynix has granted to Netlist fully paid,
worldwide, non-exclusive, non-assignable licenses to its patent portfolio. In addition, the License Agreement
provides for the settlement of all pending intellectual property proceedings between Netlist and SK hynix, and the parties have agreed
to collaborate on certain technology development activities. Netlist will receive a payment of $40,000,000 in connection with the entry
into the License Agreement. The Supply Agreement entitles Netlist to purchase up to $600,000,000 of SK hynix memory products during the
term of the Supply Agreement.
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.
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NETLIST, INC.
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Dated: April 6,
2021
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By:
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/s/
Gail M. Sasaki
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Gail M. Sasaki
Vice President
and Chief Financial Officer
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