Item 1.01. Entry into a Material Definitive Agreement.
On January 12, 2021, Logiq, Inc., a Delaware corporation (the "Company"),
entered into a Stock Purchase Agreement (the "Purchase Agreement") with certain
investors (the "Purchasers"), pursuant to which the Company agreed to issue and
sell, in a registered direct offering (the "Registered Offering"), 101,694
shares (the "Shares") of the Company's common stock, par value $0.0001 per share
(the "Common Stock"), to the Purchasers at an offering price of $8.50 per share.
The Registered Offering resulted in gross proceeds of approximately $864,000
before deducting offering expenses. The Shares were offered by the Company
pursuant to a prospectus supplement to the Company's effective shelf
registration statement on Form S-3 (Registration No. 333-248069), which was
initially filed with the Securities and Exchange Commission (the "Commission")
on August 17, 2020, and was declared effective on August 26, 2020. The
Registered Offering is expected to close on or about January 14, 2021, subject
to the satisfaction of customary closing conditions. The Purchase Agreement also
contains customary conditions to closing, representations and warranties of the
Company.
The foregoing summary of the Purchase Agreement does not purport to be complete
and is subject to, and qualified in its entirety by, such document attached as
Exhibit 10.1 to this Current Report on Form 8-K (this "Report"), and which is
incorporated herein by reference.
The Company is filing the opinion of its counsel, Procopio, Cory, Hargreaves &
Savitch LLP, relating to the legality of the issuance and sale of the Shares, as
Exhibit 5.1 hereto and is incorporated by reference.
This Report does not constitute an offer to sell any securities or a
solicitation of an offer to buy any securities, nor shall there be any sale of
any securities in any state or jurisdiction in which such an offer, solicitation
or sale would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
5.1 Opinion of Procopio, Cory, Hargreaves & Savitch LLP
10.1 Form of Stock Purchase Agreement
- 1 -
© Edgar Online, source Glimpses