Current Report Filing (8-k)
July 25 2022 - 4:10PM
Edgar (US Regulatory)
0000837852
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0000837852
2022-07-19
2022-07-19
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
July 19, 2022
IDEANOMICS, INC.
(Exact name of registrant as specified
in its charter)
Nevada |
20-1778374 |
(State or other jurisdiction of |
(IRS Employer |
incorporation) |
Identification No.) |
001-35561
(Commission File Number)
1441 Broadway, Suite 5116, New York, NY 10018
(Address of principal executive offices)
(Zip Code)
212-206-1216
(Registrant’s telephone number, including
area code)
N/A
(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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¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered |
Common stock, $0.001 par value per share |
IDEX |
The
Nasdaq Stock Market |
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 ¨
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. ¨
Item 1.01 Entry into a Material Definitive Agreement.
Amendment No. 2 to
Secured Promissory Note No. 1
On July 19, 2022, Ideanomics,
Inc. (the “Company” or the “Lender) and Via Motors International, Inc. (the “Borrower”)
entered into an amendment (the “July Note Amendment No. 2”) to the Secured Promissory Note No. 1, dated May
20, 2022, as amended on June 17, 2022 (the “Secured Promissory Note No. 1”). Under July Note Amendment No. 2,
the Borrower borrowed, and the Lender advanced, an additional amount of US$1,800,000 on the terms and conditions set forth in the Secured
Promissory Note No. 1. Pursuant to the July Note Amendment No. 2, the Borrower and the Lender agreed as follows: (a) the principal sum
payable under the Secured Promissory Note No. 1, shall be US$9,081,889 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 and (iii) US$1,800,000 shall accrue from July 19, 2022, in each case, till
the maturity date at the rate of 4% per annum.
Any amounts advanced
pursuant to the July Note Amendment No. 2. shall not be deducted from the purchase price contemplated by that certain Agreement and Plan
of Merger dated August 30, 2021, as amended.
The foregoing description
of the July Note Amendment No. 2 is qualified in its entirety by reference to the full text of the July Note Amendment No.
2, which is attached as Exhibit 10.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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.
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Ideanomics, Inc. |
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Date: July 25, 2022 |
By: |
/s/ Alfred P. Poor |
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Alfred P. Poor |
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Chief Executive Officer |
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