TEARLAB CORP : Entry into a Material Definitive Agreement, Financial Statements and Exhibits (form 8-K)

Item 1.01. Entry Into a Material Definitive Agreement

Amended License Agreement

On May 11, 2020 and effective May 8, 2020 TearLab Corporation, ("the Company") entered into Amendment No. 1 ("the Amendment") to the Restated License Agreement No. 2018-04-0460 ("the Agreement"), dated May 1, 2018 with The Regents of the University of California. Pursuant to the Amendment, if the Company's debt financer CR Group, L.P ("CRG") with Accelmed Growth Partners, L.P. ("Accelmed") enter into a definitive agreement to acquire greater than fifty percent (50%) of the Company's outstanding shares of common stock prior to July 1, 2020 such transaction shall not be considered a Fundamental Transaction under the Agreement. To the extent any third party, or parties cumulatively, acquire greater than fifty percent (50%) of the Company's outstanding shares of common stock after July 1, 2020, such transaction shall be deemed a Fundamental Transaction under the Agreement. All other terms of the Agreement remain unchanged.

The foregoing description of the Amendment is qualified in its entirety by reference to the provisions of the Amendment, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibit No.                               Description

10.1            Amendment No.1 to the Restated License Agreement No. 2018-04-0460
              with the Regents of the University of California.

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