Accuray announced a recapitalization anchored by a $55.0 million Series A Convertible Preferred Stock agreement with existing investors, including $15.0 million in cash and conversion of $40.0 million of debt, subject to stockholder approval and a reverse stock split. The company also amended its financing with TCW to secure a covenant holiday through 2027, revised liquidity terms, and an added $5.0 million in delayed draw capacity while converting the revolver to an asset-based facility. In connection with the financing, Accuray issued seven-year penny warrants for up to 15.3 million shares and agreed to cancel approximately 27.6 million legacy investor warrants at closing, streamlining its capital structure.

Agreement 1: Accuray Enters $55M Series A Preferred Deal, Including $40M Debt Conversion

  • Agreement type: Securities Purchase Agreement for Series A Convertible Preferred Stock
  • Counterparty: TCW Asset Management Company and other existing investors
  • Signed / Effective: Jul 29 2026 / same
  • Duration / Termination: At will
  • Reason: Recapitalize, reduce leverage, and enhance liquidity

Agreement 2: Accuray Amends TCW Financing; Adds Covenant Holiday and $5M Delayed Draw

  • Agreement type: Amendment No. 3 to Financing Agreement
  • Counterparty: TCW Asset Management Company and other lenders
  • Signed / Effective: Jul 29 2026 / same
  • Duration / Termination: Through Dec 31 2027 covenant relief
  • Reason: Increase financial flexibility during recapitalization

Agreement 3: Accuray Issues 7-Year Penny Warrants for Up to 15.3M Shares to Investors

  • Agreement type: Common stock warrant issuance
  • Counterparty: TCW Asset Management Company and other existing investors
  • Signed / Effective: Jul 29 2026 / same
  • Duration / Termination: 7 years
  • Reason: Incentivize and compensate investors supporting financing

Agreement 4: Accuray to Cancel 27.6M Legacy Investor Warrants Upon Preferred Financing Close

  • Agreement terminated: Outstanding investor warrant agreements
  • Counterparty: TCW Asset Management Company and other existing investors
  • Original agreement date: N/A
  • Termination date: N/A
  • Termination type: mutual
  • Exit fees / payments: None
  • Reason: Simplify capital structure tied to recapitalization

Original SEC Filing:

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