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EX-10 - FIRST AMENDMENT TO LOAN, SECURITY AND GUARANTEE AGREEMENT - AutoWeb, Inc. | ex10-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 18,
2020
AutoWeb, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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1-34761
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33-0711569
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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400 North Ashley Drive, Suite 300
Tampa, Florida 33602-4314
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(Address
of principal executive offices) (Zip Code)
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(949) 225-4500
Registrant’s
telephone number, including area code
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, par value $0.001 per share
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AUTO
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The Nasdaq Capital Market
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
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☐
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Item 1.01
Entry
into a Material Definitive Agreement.
On May
18, 2020, AutoWeb, Inc., a Delaware corporation
(“Company”),
entered into a First Amendment to Loan, Security and Guarantee
Agreement (“Loan Agreement
First Amendment”) with CIT Northbridge Credit LLC, as
Agent (“CNC”),
and the Company’s U.S. subsidiaries, amending the
Company’s existing Loan, Security and Guarantee Agreement
with CNC that was initially entered into as of March 26, 2020
(“CNC Loan
Agreement”). As previously disclosed, the Company
received a loan in the amount of approximately $1.38 million from
PNC Bank, N.A. (“PPP
Loan”), pursuant to the Paycheck Protection Program
administered by the United States Small Business Administration
under the Coronavirus Aid, Relief, and Economic Security Act. The
Loan Agreement First Amendment amends the CNC Loan Agreement to
provide for the Company’s incurrence of the PPP
Loan.
The
foregoing description of the Loan Agreement First Amendment is not
complete and is qualified in its entirety by reference to the Loan
Agreement First Amendment, which is filed as Exhibit 10.1 to this
Current Report on Form 8-K and is hereby incorporated by
reference.
Item
9.01
Financial
Statements and Exhibits.
(d)
Exhibits
First Amendment to
Loan, Security and Guarantee Agreement by and among CIT Northbridge
Credit, LLC, as Agent, the Lenders Party thereto, and AutoWeb,
Inc., as Borrower, and Car.com, Inc., Autobytel, Inc., and AW GUA
USA, Inc., as Guarantors, dated May 18, 2020.
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.
Date:
May 19, 2020
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AUTOWEB,
INC.
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By:
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/s/ Glenn E.
Fuller
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Glenn
E. Fuller, Executive Vice President,
Chief
Legal Officer and Secretary
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