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 Material Definitive Agreement. |
On August 24, 2021, Kaleyra, Inc. (the “Company”) entered into Warrant Repurchase Agreements (the “Agreements”) with certain holders (each a “Holder”, and collectively the “Holders”) to repurchase warrants (the “Warrants”) held by these Holders for the purchase of an aggregate amount of 1,684,470 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) in the following amounts.
The Warrants were initially issued by the Company in its initial public offering on December 7, 2017. Pursuant to the Agreements, on August 27, 2021, the Company will pay $3.25 per underlying share of Common Stock to repurchase the Warrants, at an aggregate purchase price of $5,474,525 for the surrender and cancellation of the Warrants held by each Holder.
The above summary of the Agreements does not purport to be complete and is qualified in its entirety to the full text of the Agreements, the form of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and are qualified herein by this reference.
| Item 8.01 | Other Events. |
On August 25, 2021, the Company issued a press release announcing the warrant repurchase. A copy of this press release is attached as Exhibit 99.1 hereto.
| Item 9.01 | Financing Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. |
Description | |
| 10.1 | Form of Warrant Repurchase Agreement. | |
| 99.1 | Press Release dated August 25, 2021. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
Dated: August 25, 2020
| By: | /s/ Dario Calogero | |
| Name: | Dario Calogero | |
| Title: | Chief Executive Officer and President |