Item 3.02 Unregistered Sales of
The information set forth in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02.
Item 7.01 Regulation FD Disclosure.
The information in this Item 7.01 and in Exhibit 99.1 hereto is intended to be furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such filing.
On
Item 8.01 Other Events.
On
Upon consummation of the transactions contemplated by the Purchase Agreement,
the Company acquired a 51% interest in CarOffer for an aggregate consideration
of
The Company issued the Stock Consideration described herein in reliance upon the exemptions from registration afforded by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder.
The foregoing summary of the Purchase Agreement and the transactions
contemplated thereby does not purport to be complete and is subject to, and
qualified in its entirety by, the full text of the Purchase Agreement, which
will be filed as an exhibit with the Company's Annual Report on Form 10-K for
the year ended
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 99.1 Press Release ofCarGurus, Inc. , datedJanuary 14, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 1
--------------------------------------------------------------------------------
© Edgar Online, source