8-K

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

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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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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Alimera Sciences Announces Agreement to Extend Amortization Date and Interest-Only Period on Loan Agreement

ATLANTA, December 8,  2022 --Alimera Sciences, Inc. (Nasdaq: ALIM) (“Alimera”), a global pharmaceutical company whose mission is to be invaluable to patients, physicians, and partners concerned with retinal health and maintaining better vision longer,  today announced that it has agreed to an amendment to its existing loan and security agreement with its debt facility partner,SLR Investment Corp (“SLR”) to extend the interest-only period through March 31, 2023 with the possibility of extending to July 1, 2023.

“We have had a long and productive relationship with SLR and appreciate the opportunity to amend this agreement to extend the interest-only period,” said Rick Eiswirth, President and CEO of Alimera. “As we enter 2023, we will work closely with SLR to evaluate and employ the best long-term options for both companies. We look forward to reporting on further developments, in due course.”  

About Alimera Sciences, Inc.

Alimera Sciences is a global pharmaceutical company whose mission is to be invaluable to patients, physicians and partners concerned with retinal health and maintaining better vision longer. For more information, please visit www.alimerasciences.com.

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.Any such forward-looking statements will be based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change these expectations, and could cause actual results to differ materially from those projected in these forward-looking statements.

Meaningful factors that could cause actual results to differ include, but are not limited to Alimera’s inability to work closely with SLR to evaluate and employ the best long-term options for both companies, as well as the other factors discussed in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Alimera’s Annual Report on Form 10-K for the year ended

December 31, 2021 and Alimera’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2022, June 30, 2022, and September 30, 2022 which are on file with the SEC and are available on Alimera’s website and the SEC’s website at http://www.sec.gov.

Alimera undertakes no obligation to publicly update or revise any of the forward-looking statements made in this press release, whether as a result of new information, future events or otherwise, except as required by law. Therefore, you should not rely on these forward-looking statements as representing Alimera’s views as of any date after today.

For investor inquiries:                                         For media inquiries:

Scott Gordon                                                          Jules Abraham

for Alimera Sciences                                              for Alimera Sciences
scottg@coreir.comjulesa@coreir.com

XML

Document and Entity Information	Dec. 07, 2022
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Dec. 07, 2022
Entity Registrant Name	ALIMERA SCIENCES, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-34703
Entity Tax Identification Number	20-0028718
Entity Address, Address Line One	6310 Town Square
Entity Address, Address Line Two	Suite 400
Entity Address, City or Town	Alpharetta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30005
City Area Code	678
Local Phone Number	990-5740
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	ALIM
Security Exchange Name	NASDAQ
Emerging Growth Company	false
Entity Central Index Key	0001267602
Amendment Flag	false