Neonode Inc. — Capital/Financing Update 2007

Aug 24, 2007

8-K 1 v086131_8k.htm

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): August 15, 2007

| NEONODE
INC. | | |
| --- | --- | --- |
| (Exact
name of registrant as specified in its charter) | | |
| Delaware | 0-8419 | 94-1517641 |
| (State
or other jurisdiction | (Commission
File Number) | (IRS
Employer Identification No.) |
| of
incorporation) | | |
| Biblioteksgatan
11 S111
46 Stockholm, Sweden | | |
| (Address
of principal executive offices) | | (Zip
Code) |
| Registrant’s
telephone number, including area code: +468
678 18 50 — Sweden (925)
355-7700 — USA | | |
| 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 ( see General Instruction A.2. below):

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))

Item 1.01. Entry into a Material Definitive Agreement.

On August 15, 2007, Neonode Inc. entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Riding Tide Software, LLC (“Buyer”), a newly-formed limited liability company owned by Nick Bellinger, a former stockholder of PyX Technologies, Inc., a company we acquired in 2005.

Under the Purchase Agreement, we agreed to sell all of the assets associated with our enterprise storage business (the “Storage Assets”) to Buyer for $90,000 in cash at closing plus 70% of the net monthly revenues received by Buyer in the 12 months following the closing under the Purchase Agreement pursuant to the PyX Technologies OEM Agreement, dated as of June 14, 2004, between Buyer (as our successor in interest) and Pelco. In addition, the Purchase Agreement provides that the Storage Assets were sold to Buyer on an “as is” basis and that Buyer will indemnify us for any damages we suffer relating to the Storage Assets accruing or arising after the closing.

On August 20, 2007, we completed the sale of the Storage Assets pursuant to the Purchase Agreement.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

| Exhibit
Number | Description |
| --- | --- |
| 2.1 | Asset
Purchase Agreement, dated August 15, 2007, between Neonode Inc. and
Rising
Tide Software, LLC |

SIGNATURE

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, thereunto duly authorized.

| /s/ David
Brunton |
| --- |
| David
Brunton Chief
Financial Officer |

INDEX TO EXHIBITS

| Exhibit
Number | Description |
| --- | --- |
| 2.1 | Asset
Purchase Agreement, dated August 15, 2007, between Neonode Inc. and
Rising
Tide Software, LLC |