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AgileThought, Inc. Form 8-K: Current report

AgileThought, Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2024-01-10: Form 8-K; Period of report 2023-12-28; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
  • 2023-11-20: Form 8-K; Period of report 2023-11-14; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
  • 2023-10-10: Form 8-K; Period of report 2023-10-04; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
  • 2023-08-31: Form 8-K; Period of report 2023-08-25; Description 1.01 Entry into a Material Definitive Agreement; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 7.01 Regulation FD Disclosure; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2024-01-108-K2023-12-281.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
8.01 On December 31, 2023, effective as of 11:59 p.m.
ef20018559_8k.htm
2023-11-208-K2023-11-143.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 As previously disclosed, AgileThought, Inc., a Delaware corporation (the “Company”), and certain of its direct and indirect subsidiaries filed voluntary petitions (the “Chapter 11 Filing”) under title 11 of the United States Code, 11 U.S.C. §§ 101, et seq. in the U.S. Bankruptcy Court for the District of Delaware.ef20015017_8k.htm
2023-10-108-K2023-10-041.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
5.02 On October 6, 2023, Alejandro Manzocchi, age 37, was appointed as Global Chief Operating Officer.
ef20012147_8k.htm
2023-08-318-K2023-08-251.01 Entry into a Material Definitive Agreement; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
2.04 On August 25, 2023, the Company received a Notice of Acceleration; Demand for Immediate Payment (the “Notice of Acceleration”) from Blue Torch Finance LLC, a Delaware limited liability company, as lender (“Blue Torch”), under that certain Financing Agreement, dated as of May 27, 2022 (as amended restated, amended and restated, supplemented or otherwise modified from time to time, the “Financing Agreement”), by and among the Company, AN Global LLC, a Delaware limited liability company (the “Borrower”), each subsidiary of Holdings listed as a “Guarantor” on the signature pages thereto (together with each other Person that executes a joinder agreement and becomes a “Guarantor” thereunder, each a “Guarantor” and collectively, the “Guarantors”), the lenders from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Blue Torch, as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Blue Torch, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent” and together with the Collateral Agent, each an “Agent” and collectively, the “Agents”).
7.01 Court filings and other information related to the proceedings are available on a website administrated by the Company's claims agent, Kurtzman Carson Consultants LLC (“KCC”), at www.kccllc.net/AgileThought; by calling KCC at (866) 548-5856, or (781) 575-2073 for calls originating outside of the U.S. and Canada; or by emailing [email protected].
agil-20230825.htm
2023-08-238-K2023-08-181.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.agil-20230818.htm
2023-08-148-K2023-08-142.02 Results of Operations and Financial Condition2.02 On August 14, 2023, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the three and six months ended June 30, 2023.agil-20230814.htm
2023-08-028-K2023-07-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 AgileThought, Inc. (the “Company”) has announced that on July 28, 2023, Amit Singh resigned as the Company’s Chief Financial Officer, which resignation was effective July 28, 2023.
8.01 Entry into a Material Definitive Agreement.
agil-20230727.htm
2023-07-218-K2023-07-171.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.agil-20230717.htm
2023-07-058-K2023-06-283.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing3.01 On June 28, 2023, AgileThought, Inc. (the "Company") received a deficiency letter (the “Bid Price Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the last 30 consecutive business days, the closing bid price for the Company’s Class A Common Stock, $0.0001 par value per share (the “Common Stock”), had closed below the $1.00 per share minimum bid price requirement for continued inclusion on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”).agil-20230628.htm
2023-06-208-K2023-06-153.02 Unregistered Sales of Equity Securities3.02 As previously disclosed, AgileThought, Inc. (the “Company”) entered into that certain Credit Agreement, dated as of November 22, 2021 (as amended to date, the “Credit Agreement”), by and among the Company and the other loan parties thereto, the lenders therein, GLAS AMERICAS LLC, as collateral agent, and GLAS USA LLC, as administrative agent.agil-20230615.htm
2023-05-248-K2023-05-185.07 Submission of Matters to a Vote of Security Holders5.07 The 2023 Annual Meeting of Stockholders (the “2023 Annual Meeting”) of AgileThought, Inc. (the “Company”) was held on May 18, 2023.agil-20230518.htm
2023-05-228-K2023-05-191.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.agil-20230519.htm
2023-05-128-K2023-05-122.02 Results of Operations and Financial Condition2.02 On May 12, 2023, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the three months ended March 31, 2023.agil-20230512.htm
2023-05-058-K2023-05-015.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On May 1, 2023, David Molero, the Chief Accounting Officer of AgileThought, Inc. (the “Company”), notified the Company of his intention to resign from his position, effective May 19, 2023, to pursue a different opportunity.agil-20230501.htm
2023-04-258-K2023-04-201.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.agil-20230420.htm
2023-04-198-K2023-04-131.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.agil-20230413.htm
2023-04-188-K2023-04-135.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.agil-20230413.htm
2023-04-068-K2023-04-052.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement2.04 •that certain Credit Agreement, dated as of November 22, 2021 (as amended to date, the “Credit Agreement”), by and among the Company and the other loan parties thereto (collectively, the “Credit Agreement Loan Parties”), the lenders therein, GLAS AMERICAS LLC, as collateral agent (the “Credit Agreement Collateral Agent”) and GLAS USA LLC, as administrative agent (the “Credit Agreement Administrative Agent”).agil-20230405.htm
2023-03-098-K2023-03-092.02 Results of Operations and Financial Condition2.02 On March 9, 2023, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the fourth quarter and year ended December 31, 2022.agil-20230309.htm
2023-03-038-K2023-02-271.01 Entry into a Material Definitive Agreement1.01 AgileThought, Inc. (the “Company”), AN Global LLC (“AN Global”), a subsidiary of the Company, as borrower and certain subsidiaries of the Company as guarantors are parties to a Financing Agreement, dated as of May 27, 2022 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Blue Torch Financing Agreement”), with the financial institutions party thereto as lenders (the “Blue Torch Lenders”) and Blue Torch Finance LLC (“Blue Torch”), as collateral agent and administrative agent for the Blue Torch Lenders.ea174680-8k_agile.htm
2023-02-018-K2023-01-261.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 8.01 Other Events1.01 Effective January 26, 2023, AgileThought, Inc. (“AgileThought”) entered into a Third Amendment (the “Exitus Amendment”) to the Simple Loan Facility Agreement (Contrato de Apertura de Crédito Simple) (the “Exitus Loan Facility”), by and among AgileThought Digital Solutions, S.A.P.I. de C.V., Exitus Capital, S.A.P.I. de C.V., SOFOM, E.N.R. and AgileThought.
3.02 The Exitus Amendment also contemplates the issuance of shares of AgileThought’s Class A Common Stock with a value of approximately $5.2 million, equal to approximately two times the current principal amount owing by AgileThought under the Exitus Loan Facility.
8.01 Effective January 31, 2023, AgileThought entered into a second amended and restated subordinated promissory note (the “Promissory Note”) with AGS.
agil-20230126.htm
2022-11-228-K2022-11-181.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.01 On November 18, 2022, AgileThought, Inc. (the “Company”) entered into a letter agreement (the “Letter Agreement”) with entities affiliated with Credit Suisse, as the Tranche A lenders (the “CS Lenders”) under the Company’s Second Lien Facility.
7.01 The Company expects that the change in the conversion price effected by the Letter Agreement will result in a decrease in loss on debt extinguishment and an increase to the gain on the change in fair value for embedded derivative liabilities for the three months ended December 31, 2022.
agil-20221118.htm
2022-11-108-K2022-11-102.02 Results of Operations and Financial Condition2.02 On November 10, 2022, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the three months ended September 30, 2022.agil-20221110.htm
2022-08-118-K2022-08-112.02 Results of Operations and Financial Condition2.02 On August 11, 2022, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the three months ended June 30, 2022.form8-kxpressrelease81122.htm
2022-06-038-K2022-05-271.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 On May 27, 2022 (the “Closing Date”), AgileThought, Inc. (the “Company”) entered into a Financing Agreement (“Blue Torch Credit Facility”) by and among the Company, AN Global LLC, certain subsidiaries of the Company, as guarantors (the “Guarantors”), the financial institutions party thereto as lenders, and Blue Torch Finance LLC (“Blue Torch”), as the administrative agent and collateral agent.
1.02 On May 27, 2022, the Company terminated the Monroe Credit Facility and all related obligations, other than obligations that remain with respect to the Outstanding Fees, First Lien Warrants and First Lien Shares, as described in Item 1.01 above, which information is incorporated by reference into this Item 1.02.
2.03 On May 27, 2022, the Company entered into the Blue Torch Credit Facility described in Item 1.01 above, which information is incorporated by reference into this Item 2.03.
agil-20220527.htm
2022-05-238-K2022-05-185.07 Submission of Matters to a Vote of Security Holders5.07 The 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”) of AgileThought, Inc. (the “Company”) was held on May 18, 2022.agil-20220518.htm
2022-05-128-K2022-05-122.02 Results of Operations and Financial Condition2.02 On May 12, 2022, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the three months ended March 31, 2022.agil-20220512.htm
2022-05-028-K2022-04-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On April 30, 2022, the Board of Directors of AgileThought Inc. (the “Company” or “AgileThought”) appointed Amit Singh as Chief Financial Officer, effective May 2, 2022.agil-20220430.htm
2022-03-318-K2022-03-312.02 Results of Operations and Financial Condition2.02 On March 31, 2022, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the fourth quarter and year ended December 31, 2021.agil-20220331.htm
2022-03-288-K2022-03-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (c) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.agil-20220323.htm
2022-01-118-K2022-01-045.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (b) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.agil-20220104.htm
2021-12-308-K2021-12-271.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 As previously disclosed in the Company’s Form 10-Q filed on November 15, 2021 (the “Form 10-Q”), AgileThought, Inc. (the “Company”) agreed to issue $30 million worth of the Company’s Class A Common Stock by December 17, 2021, which date was subsequently extended, to the Administrative Agent under the Amended and Restated Credit Agreement by and among IT Global Holding LLC, 4th Source LLC, AgileThought, LLC, AN Extend, S.A. de C.V., AN Evolution S. de R.L. de C.V., AN Global LLC, AgileThought, Inc., the financial institutions party thereto as lenders, and Monroe Capital Management Advisors, LLC, as Administrative Agent (the “First Lien Credit Facility”).
3.02 The information set forth in Item 1.01 with respect to the Equity Agreement and the First Lien Warrants is hereby incorporated by reference into this Item 3.02.
agil-20211227.htm
2021-12-278-K2021-12-211.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 On December 21, 2021, AgileThought, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with A.G.P./Alliance Global Partners as representatives of the underwriters (the “Underwriters”), relating to the sale and issuance of 3,560,710 shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”).
8.01 On December 27, 2021, the Company issued a press release announcing the closing of the offering of the Shares.
agil-20211221.htm
2021-12-088-K2021-12-025.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 (c) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.agil-20211202.htm
2021-11-308-K2021-11-221.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events1.01 On November 22, 2021 AgileThought, Inc. (“AgileThought”) entered into an Eleventh Amendment (the “Amendment”) to the Amended and Restated Credit Agreement by and among IT Global Holding LLC, 4th Source LLC, AgileThought, LLC, AN Extend, S.A. de C.V., AN Evolution S. de R.L. de C.V., AN Global LLC, AgileThought, Inc., the financial institutions party thereto as lenders, and Monroe Capital Management Advisors, LLC, as Administrative Agent (the “Credit Facility”).
2.03 On November 22, 2021, the Company entered into the New Second Lien Facility described in Item 1.01 above, which information is incorporated by reference into this Item 2.03.
8.01 Manuel Senderos, AgileThought’s Chief Executive Officer and Chairman of the Board of Directors, has pledged certain of his shares of our Class A Common Stock to a lender to obtain a loan in the amount of $4.5 million used by him to provide AgileThought with his portion of the New Second Lien Facility.
agil-20211122.htm
2021-11-158-K2021-11-152.02 Results of Operations and Financial Condition2.02 On November 15, 2021, AgileThought, Inc. (the “Company”) issued a press release announcing information regarding its results of operations and financial condition for the three months ended September 30, 2021.agil-20211115.htm
2021-11-028-K2021-10-291.01 Entry into a Material Definitive Agreement1.01 On October 29, 2021 AgileThought, Inc. (“AgileThought”) entered into a Ninth Amendment (the “Amendment”) to the Amended and Restated Credit Agreement by and among IT Global Holding LLC, 4th Source LLC, AgileThought, LLC, AN Extend, S.A. de C.V., AN Evolution S. de R.L. de C.V., AN Global LLC, AgileThought, Inc., the financial institutions party thereto as lenders, and Monroe Capital Management Advisors, LLC, as Administrative Agent (the “Credit Facility”).agil-20211029.htm
2021-10-158-K2021-10-121.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 On October 14, 2021 AgileThought, Inc. (“AgileThought”) entered into an Eighth Amendment (the “Amendment”) to the Amended and Restated Credit Agreement by and among IT Global Holding LLC, 4th Source LLC, AgileThought, LLC, AN Extend, S.A. de C.V., AN Evolution S. de R.L. de C.V., AN Global LLC, AgileThought, Inc., the financial institutions party thereto as lenders, and Monroe Capital Management Advisors, LLC, as Administrative Agent (the “Credit Facility”).
8.01 On October 12, 2021 AgileThought entered into a letter of intent (the “Letter of Intent”) with Monroe Capital Management Advisors, LLC, as Administrative Agent, in connection with the Credit Facility.
agil-20211012.htm
2021-10-078-K2021-09-301.01 Entry into a Material Definitive Agreement1.01 On September 30, 2021 AgileThought, Inc. (“AgileThought”) entered into a Seventh Amendment (the “Amendment”) to the Amended and Restated Credit Agreement by and among IT Global Holding LLC, 4th Source LLC, AgileThought, LLC, AN Extend, S.A. de C.V., AN Evolution S. de R.L. de C.V., AN Global LLC, AgileThought, Inc., the financial institutions party thereto as lenders, and Monroe Capital Management Advisors, LLC, as Administrative Agent (the “Credit Facility”).agil-20210930.htm
2021-09-138-K2021-09-132.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 In a press release dated September 13, 2021 (the “Press Release”), AgileThought, Inc. (the “Company”) announced bookings for the first half of 2021 and related and other financial metrics.
7.01 On September 13, 2021, the Company provided its revenue outlook for the second half of 2021 in the Press Release.
ea147267-8k_agilethought.htm
2021-08-268-K/A2021-08-233.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics; 7.01 Regulation FD Disclosure3.03 The information set forth in Item 5.03 of this Amendment No. 1 is incorporated herein by reference.
5.03 At the Special Meeting, the Company’s stockholders voted and approved, among other things, Proposal No. 4 – Charter Amendment Proposal (“Proposal No. 4”), Proposal No. 5 – Organizational Documents Proposal A (“Proposal No. 5”), Proposal No. 6 – Organizational Documents Proposal B (“Proposal No. 6”), Proposal No. 7 – Organizational Documents Proposal C (“Proposal No. 7”), Proposal No. 8 – Organizational Documents Proposal D (“Proposal No. 8”), Proposal No. 9 – Organizational Documents Proposal E (“Proposal No. 9”) and Proposal No. 10 – Organizational Documents Proposal F (“Proposal No. 10”), each of which is described in greater detail in the Proxy Statement/Prospectus.
5.05 In connection with the Business Combination, on August 23, 2021, the Board approved and adopted a new Code of Conduct applicable to all employees, officers and directors of the Company.
7.01 On August 23, 2021, the Company issued a press release announcing the closing of the Business Combination.
ea146413-8ka1_agilethou.htm
2021-08-268-K2021-08-231.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 4.01 Changes in Registrant's Certifying Accountant; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.06 Change in Shell Company Status1.01 Entry into a Material Definitive Agreement.
2.01 The disclosure set forth in the “Introductory Note” above is incorporated by reference into this Item 2.01.
3.02 The disclosure set forth in the “Introductory Note” above is incorporated by reference into this Item 3.02.
4.01 On August 23, 2021, the Board approved the engagement of KPMG LLP (“KPMG”) as the Company’s independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ending December 31, 2021.
5.01 The information set forth in the section entitled “Introductory Note” and in the section entitled “Security Ownership of Certain Beneficial Owners and Management” in Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.
5.02 The information set forth in the sections entitled “Directors and Executive Officers” and “Certain Relationships and Related Transactions” in Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference.
5.06 As a result of the Merger, LIVK ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the Closing.
ea146403-8k_agilethou.htm
2021-08-188-K2021-08-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.02 As described below under Item 5.07 of this Current Report on Form 8-K, on August 18, 2021, LIV Capital Acquisition Corp. (“LIVK” or the “Company”) convened an extraordinary general meeting (the “General Meeting”) to approve, among other things, the previously announced business combination of the Company and AgileThought, Inc. (the “Business Combination” and LIVK following the Business Combination, “New AT”).
5.07 On August 18, 2021, LIVK convened the General Meeting.
8.01 In connection with the shareholder vote at the General Meeting, LIVK’s public shareholders had the right to elect to redeem all or a portion of their Class A ordinary shares for a per share price calculated in accordance with LIVK’s organizational documents.
ea146096-8k_livcapital.htm
2021-08-138-K2021-08-131.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 On August 13, 2021, LIV Capital Acquisition Corp. (“LIVK”) entered into subscription agreements (the “Additional Subscription Agreements”) with certain investors (the “Additional PIPE Investors”) pursuant to which the Additional PIPE Investors agreed to subscribe for and purchase from LIVK, and LIVK agreed to issue and sell to the Additional PIPE Investors, in the aggregate, 110,000 LIVK Class A ordinary shares (or 110,000 shares of Class A common stock of LIVK (“Class A common stock”) into which such shares will convert in connection with the domestication contemplated by the Merger Agreement (as defined below) (the “Domestication”)) at a purchase price of $10.00 per share and $1,100,000 in the aggregate (the “Additional PIPE Financing”).
3.02 The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.
ea145758-8k_livcapit.htm
2021-05-128-K2021-05-114.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On April 12, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the U.S. Securities and Exchange Commission (“SEC”) together issued a statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Staff Statement”).ea140434-8k_livcapitalacq.htm
2021-05-118-K/A2021-05-091.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K with respect to the issuance of Class A Common Stock to PIPE Investors is incorporated by reference herein.
7.01 On May 10, 2021, LIVK issued a press release (the “Press Release”) announcing the execution of the Merger Agreement, the proposed business combination and the PIPE Financing.
ea140687-8ka1_livcapital.htm
2021-05-108-K2021-05-091.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
3.02 The disclosure set forth above in Item 1.01 of this Current Report on Form 8-K with respect to the issuance of Class A Common Stock to PIPE Investors is incorporated by reference herein.
7.01 On May 10, 2021, LIVK issued a press release (the “Press Release”) announcing the execution of the Merger Agreement, the proposed business combination and the PIPE Financing.
ea140549-8k_livcapital.htm
2020-11-238-K2020-11-237.01 Regulation FD Disclosure7.01 The information contained in this Item 7.01 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.dp141451_8k.htm
2020-09-298-K2020-09-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On September 28, 2020, Alejandro Jesus Perez Alvarez, Deputy Chief Executive Officer of LIV Capital Acquisition Corp. (the “Company”), notified the Company of his intent to resign, effective September 30, 2020.dp137592_8k.htm
2020-03-108-K2020-03-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 9, 2020, LIV Capital Acquisition Corp. (the “Company”) appointed Alejandro Jesus Perez Alvarez as the Company’s Deputy Chief Executive Officer.dp123677_8k.htm
2020-01-108-K2020-01-108.01 Other Events8.01 On January 10, 2020, LIV Capital Acquisition Corp. (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that, commencing on or about January 14, 2020, the holders of the Company’s units (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A ordinary shares”), and warrants included in the Units (the “Warrants”).f8k011020_livcapitalacqui.htm
2019-12-198-K2019-12-138.01 Other Events8.01 On December 13, 2019, LIV Capital Acquisition Corp. (the “Company”) consummated its initial public offering (“IPO”) of 7,000,000 units (the “Units”).f8k121319_livcapital.htm
2019-12-138-K2019-12-108.01 Other Events8.01 On December 13, 2019, LIV Capital Acquisition Corp. (the “Company”) consummated its initial public offering (“IPO”) of 7,000,000 units (the “Units”).f8k121019_livcapital.htm