UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry Into a Material Definitive Agreement.
As previously disclosed, on July 14, 2023 (the “Initial Closing Date”), PARTS iD, Inc., a Delaware corporation (the “Company”) entered into a Securities Purchase Agreement (the “Lind Purchase Agreement”) with Lind Global Fund II LP (“Lind”) to provide for loans in an aggregate principal amount of up to $10 million under various tranches. As of the Initial Closing Date, Lind funded $3.75 million (less commitment fees) to the Company out of the $4.75 million “First Funding Amount” (as defined in the Lind Purchase Agreement)
On August 2, 2023 (the “Effective Date”), the Company and Lind entered into an amendment to the Lind Purchase Agreement (the “First Amendment”) to have the remaining $1.0 million (less commitment fees) of the First Funding Amount (as defined in the Lind Purchase Agreement) payable in two tranches: (i) $500,000 (less a $15,000 commitment fee) on the Effective Date and (ii) $500,000 (less a $15,000 commitment fee) within 5 business days of the Company (A) having a registration statement declared effective by the Securities and Exchange Commission (the “SEC”) for the registration of the shares of the Company’s Class A common stock (the “Common Stock”) issuable upon conversion of the notes and warrants issued to Lind pursuant to the Lind Purchase Agreement and (B) the receipt of Stockholder Approval (as defined in the Lind Purchase Agreement). The First Amendment also provides that the Company shall file a preliminary proxy statement with the SEC for the purpose of obtaining the Stockholder Approval (as defined in the Lind Purchase Agreement) on or before August 10, 2023. Other than as described in the First Amendment, the terms and conditions of the Lind Purchase Agreement remain in full force and effect.
The foregoing description of the First Amendment is not complete and is subject to, and qualified in its entirety by reference to, the full text of the First Amendment, of which is included as Exhibits 10.1 to this Current Report on Form 8-K and is incorporated herein by this reference.
Item 8.01 Other Events.
As previously disclosed, in light of the Company’s near-term liquidity needs, the Company has been continuing its ongoing discussions with its key vendors to work out revised credit terms. On August 2, 2023, the Company distributed an update to its vendors that the Company anticipates it will present a proposal to all vendors as early as possible this month. While the Company continues to explore potential alternative solutions to its liquidity needs, the Company cannot provide any assurances as to whether any final terms entered into with such vendors will ultimately be favorable to the Company, its financial condition or results of operations.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed as part of this report:
Exhibit No. | Description | |
10.1 | First Amendment to Securities Purchase Agreement, dated as of August 2, 2023, by and between PARTS iD, Inc. and Lind Global Fund II LP. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
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.
PARTS ID, INC. | |||
Date: August 3, 2023 | By: | /s/ Lev Peker | |
Name: | Lev Peker | ||
Title: | Chief Executive Officer |
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