UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 1.01 Entry into a Material Definitive Agreement.
Amendment No. 3 to Secured Promissory Note No. 1
On August 15, 2022, Ideanomics, Inc. (the “Company” or the “Lender) and Via Motors International, Inc. (the “Borrower”) entered into an amendment (the “Amendment No. 3”) to the Secured Promissory Note No. 1, dated May 20, 2022, as amended on June 17, 2022 and July 19, 2022 (the “Promissory Note”). Under the Amendment No. 3, the Borrower borrowed, and the Lender advanced, an additional amount of US$2,600,000 on the terms and conditions set forth in the Promissory Note. Pursuant to the Amendment No. 3, the Borrower and the Lender agreed as follows: (a) the principal sum payable under the Promissory Note, shall be US$11,681,889 and (b) simple interest on (i) US$2,181,889 shall accrue from May 20, 2022; (ii) US$5,100,000 shall accrue from June 17, 2022; (iii) US$1,800,000 shall accrue from July 19, 2022; and (iv) US$2,600,000 shall accrue from August 15, 2022, in each case, till the maturity date at the rate of 4% per annum.
Any amounts advanced pursuant to Amendment No. 3. shall not be deducted from the purchase price contemplated by that certain Agreement and Plan of Merger dated August 30, 2021, as amended (the “Merger Agreement”).
The foregoing description of the Amendment No. 3 is qualified in its entirety by reference to the full text of Amendment No. 3, which is attached as Exhibit 10.1 to this Current Report on Form 8-K (this “8-K)”.
Amendment No. 4 to Secured Convertible Promissory Note
On August 15, 2022, the Lender and Borrower entered into an amendment (the “Amendment No. 4”) to the Secured Convertible Promissory Note dated August 30, 2021, as amended on May 20, 2022, June 17, 2022 and July 12, 2022 (“Secured Convertible Note”). Under the Amendment No. 4, the Borrower borrowed, and the Lender advanced, an additional amount of US$1,600,000 on the terms and conditions set forth in the Secured Convertible Note. Pursuant to the Amendment No. 4, the Borrower and the Lender agreed as follows: (a) the principal sum payable under the Promissory Note, shall be US$55,418,111 and (b) simple interest on (i) US$42,500,000 shall accrue from August 30, 2021; (ii) US$2,318,111 shall accrue from May 20, 2022; (iii) US$3,200,000 shall accrue from June 17, 2022; (iv) US$5,800,000 shall accrue from July 12, 2022; and (v) US$1,600,000 shall accrue from August 15, 2022, in each case, till the maturity date at the rate of 4% per annum.
Any amounts advanced pursuant to Amendment No. 4. shall be deducted from the purchase price contemplated by that the Merger Agreement.
The foregoing description of the Amendment No. 4 is qualified in its entirety by reference to the full text of Amendment No. 4, which is attached as Exhibit 10.2 to this 8-K.
Item 8.01 Other Events.
On August 11, 2022, the Company exercised its option, pursuant to Section 9.1(d) of the Merger Agreement to extend the date for termination under 9.1(d) to September 30, 2022.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description | |
10.1 | Amendment No. 3 to Secured Promissory Note No. 1. | |
10.2 | Amendment No. 4 to Secured Convertible Promissory Note. | |
104 | Cover page Interactive Data File (embedded within the Inline XBRL document). |
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 hereunto duly authorized.
Ideanomics, Inc. | ||
Date: August 19, 2022 | By: | /s/ Alfred P. Poor |
Alfred P. Poor | ||
Chief Executive Officer |