Item 8.01. Other Events Acquisition of Robocath and Related Risk Factors As previously announced, on July 7, 2026, Stereotaxis, Inc. (the “Company”) completed its acquisition (the “Acquisition”) of shares and other securities collectively representing 100% of the share capital and voting power of Robocath, a French société par actions simplifiée, pursuant to that certain Share Sale Agreement, date…
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Item 8.01Item 8.01 - Other Events
Item
8.01. Other Events
Acquisition
of Robocath and Related Risk Factors
As
previously announced, on July 7, 2026, Stereotaxis, Inc. (the “Company”) completed its acquisition (the “Acquisition”)
of shares and other securities collectively representing 100% of the share capital and voting power of Robocath, a French société
par actions simplifiée, pursuant to that certain Share Sale Agreement, dated as of April 14, 2026, by and among the Company, Robocath,
the shareholders of Robocath and an individual serving as manager.
The
Company hereby incorporates by reference herein (i) certain risk factors relating to the Acquisition included in the Company’s
Registration Statement on Form S-3, filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 15, 2026,
which are included as Exhibit 99.1 hereto (the “Supplemental Risk Factors”) and (ii) the agreements filed as exhibits thereto:
the Share Sale Agreement, the Joinder Agreement thereto, the Form of Purchaser Warrant and the Resale Organization Agreement, filed as
Exhibits 2.1, 2.2, 4.1 and 10.1 hereto, respectively. The Supplemental Risk Factors and incorporated agreements supplement the risk factor
and other disclosures contained in the Company’s periodic reports filed with the SEC pursuant to the Securities Exchange Act of
1934, as amended, including in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with
the SEC on March 12, 2026, as amended by the Company’s Annual Report on Form 10-K/A for the fiscal year ended December 31, 2025,
filed with the SEC on April 3, 2026, as revised or supplemented by the Company’s Quarterly Report on Form 10-Q for the fiscal quarter
ended March 31, 2026, filed with the SEC on May 13, 2026.
Filed exhibits (1)
EX-99.1 (by filename) ex99-1.htm
EX-99.1
2
ex99-1.htm
EX-99.1
Exhibit
99.1
RISK
FACTORS
Risks
Related to our Recently Completed Acquisition of Robocath
We
may be unable to successfully integrate Robocath into our business and may fail to realize any or all of the anticipated benefits of
the acquisition, or those benefits may take longer to realize than expected.
Prior
to the completion of our acquisition of Robocath, both companies previously operated independently and manufactured different products.
The success of the acquisition will depend, in part, on our ability to (i) successfully integrate Robocath’s businesses into Stereotaxis,
(ii) successfully manufacture, commercialize, develop and sell Robocath’s robotic systems and next-generation interventional medical
devices and related products, and (iii) realize the anticipated benefits, including synergies, cost savings, growth and innovation opportunities
and operational efficiencies, from the Acquisition, all in a manner that does not materially disrupt existing customer, supplier and
employee relations. If we are unable to achieve these objectives within the anticipated time frame, or at all, the anticipated benefits
may not be realized fully or at a…