LivePerson Files 8-K: Material Agreement, Financial Obligation, Equity Sales

TL;DR

LPNN filed an 8-K: new deal, debt, and sold stock. Details to follow.

AI Summary

LivePerson, Inc. announced on May 13, 2024, that it entered into a Material Definitive Agreement. The company also reported the creation of a Direct Financial Obligation and unregistered sales of equity securities. Specific details regarding the agreement, financial obligations, and equity sales were not provided in this initial filing.

Why It Matters

This filing indicates significant corporate actions by LivePerson, including a new agreement and financial obligations, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — The filing mentions a material definitive agreement, direct financial obligations, and unregistered equity sales, which could signal financial restructuring or new strategic moves with inherent risks.

Key Players & Entities

• LivePerson, Inc. (company) — Registrant
• May 13, 2024 (date) — Date of Report

FAQ

Key Financial Figures

• $0.001 — ich registered Common Stock, par value $0.001 per share LPSN The Nasdaq Stock Market
• $145,957,000 — to (i) the exchange (the "Exchange") of $145,957,000 aggregate principal amount of the Compa
• $100,000,000 — rock (the "Existing Lynrock Notes") for $100,000,000 aggregate principal amount of Senior Se
• $50,000,000 — 0, of which Lynrock intends to purchase $50,000,000 principal amount of New Notes for an ag
• $0.75 — 10-year warrants with a strike price of $0.75 per share, exercisable for approximatel
• $150,000,000 — subject to certain requirements, up to $150,000,000 of debt that is junior in lien priority
• $60.0 million — y to maintain a minimum cash balance of $60.0 million at all times. From the Initial Closin
• $60,000,000 — rity of the 2026 Notes, if greater than $60,000,000 principal amount of 2026 Notes remains
• $1,000 — ate of 13.29 shares of Common Stock per $1,000 principal amount of New Notes, subject

Filing Documents

• lpsn-20240513.htm (8-K) — 52KB
• exhibit101.htm (EX-10.1) — 302KB
• exhibit991.htm (EX-99.1) — 9KB
• 0001102993-24-000082.txt ( ) — 581KB
• lpsn-20240513.xsd (EX-101.SCH) — 2KB
• lpsn-20240513_def.xml (EX-101.DEF) — 16KB
• lpsn-20240513_lab.xml (EX-101.LAB) — 27KB
• lpsn-20240513_pre.xml (EX-101.PRE) — 16KB
• lpsn-20240513_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On May 13, 2024, LivePerson, Inc. (the "Company") entered into a privately negotiated exchange and purchase agreement (the "Exchange and Purchase Agreement") with Lynrock Lake Master Fund LP ("Lynrock") relating to (i) the exchange (the "Exchange") of $145,957,000 aggregate principal amount of the Company's outstanding 0% Convertible Senior Notes due December 15, 2026 (the "2026 Notes") currently held by Lynrock (the "Existing Lynrock Notes") for $100,000,000 aggregate principal amount of Senior Secured Convertible Notes due 2029 (the "New Notes"), (ii) a private offering and sale of up to $100,000,000 in aggregate principal amount of the New Notes to Lynrock for an aggregate subscription price of up to $100,000,000, of which Lynrock intends to purchase $50,000,000 principal amount of New Notes for an aggregate cash purchase price equal to the aggregate principal amount of the New Notes so purchased simultaneously with the Exchange (the "Initial Draw Notes"), and, upon the Company's request at any time on or after the issuance of the Initial Draw Notes (the "Initial Closing") and prior to the earlier of (1) December 15, 2024 and (2) the six-month anniversary of the issuance date of the Initial Draw Notes, Lynrock has agreed to purchase up to $50,000,000 principal amount of New Notes for an aggregate cash purchase price equal to the aggregate principal amount of the New Notes so purchased (the "Delayed Draw Notes"), and (iii) simultaneously with the Exchange, the issuance by the Company to Lynrock of 10-year warrants with a strike price of $0.75 per share, exercisable for approximately 11% of the Company's common stock, $0.001 par value per share, calculated on a fully diluted basis (the "Warrants"). The New Notes will be guaranteed on a senior secured basis by certain of the Company's direct and indirect domestic and foreign subsidiaries (the "Subsidiary Guarantors") and secured by first priority security int

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The New Notes and the Warrants are being sold to the Investor in a private placement in reliance on the exemption from the registration requirements of the Securities Act of 1933 (the "Securities Act") provided by Section 4(a)(2) of the Securities Act. The Company is relying on this exemption from registration based in part on representations made by the Investor in the Exchange and Purchase Agreement. The information related to the issuance of the Notes contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference.

01 Other Events

Item 8.01 Other Events. On May 13, 2024, the Company issued a press release announcing that it entered into the Exchange and Purchase Agreement described in this Current Report on Form 8-K. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. The following documents are included as exhibits to this report: Exhibit No. Description 10.1* Exchange and Purchase Agreement, dated as of May 1 3 , 2024, by and between LivePerson, Inc. and Lynrock Lake Master Fund LP. 99.1 Press Release dated May 13, 2024. 104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to provide on a supplemental basis an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request. SIGNATURE 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. LIVEPERSON, INC. (Registrant) Date: May 13, 2024 By: /s/ JOHN COLLINS John Collins Chief Financial Officer and Chief Operating Officer

View Full Filing

View this 8-K filing on SEC EDGAR