Urgent.ly Files 8-K on Material Agreement, Financial Obligation; Details Pending

TL;DR

**Urgent.ly just reported a new material agreement and financial obligation, but the 8-K is light on details, leaving investors guessing.**

AI Summary

Urgent.ly Inc. filed an 8-K on January 22, 2024, reporting an event on January 19, 2024, related to an "Entry into a Material Definitive Agreement" and "Creation of a Direct Financial Obligation." While the filing indicates these significant events, it does not disclose the specific details of the agreement or the financial obligation. This matters to investors because without the specifics, it's impossible to assess the potential impact, positive or negative, on Urgent.ly's financial health and future prospects, leaving shareholders in the dark about a potentially crucial development.

Why It Matters

This filing signals a significant new agreement and financial obligation for Urgent.ly Inc., but the lack of specific details prevents investors from understanding the potential financial impact or strategic implications.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and a direct financial obligation, which are significant events, but the absence of specific details creates uncertainty and potential risk for investors.

Analyst Insight

A smart investor would hold off on making any significant investment decisions regarding ULY until Urgent.ly Inc. provides more specific details about the material definitive agreement and the direct financial obligation, as the current filing lacks critical information for proper evaluation.

Key Players & Entities

• Urgent.ly Inc. (company) — the registrant filing the 8-K
• 001-41841 (other) — Commission File Number for Urgent.ly Inc.
• NASDAQ (other) — exchange where Urgent.ly Inc.'s common stock is registered
• ULY (other) — trading symbol for Urgent.ly Inc.

Forward-Looking Statements

• Urgent.ly Inc. will file an amendment or a subsequent 8-K providing more details on the material definitive agreement and financial obligation. (Urgent.ly Inc.) — high confidence, target: 2024-02-19
• The stock price of ULY may experience volatility until further details regarding the agreement and obligation are disclosed. (ULY) — medium confidence, target: 2024-02-19

FAQ

Key Financial Figures

• $0.001 — ch registered Common stock, par value $0.001 per share ULY NASDAQ Indicate by
• $17.5 m — an aggregate principal amount equal to $17.5 million, together with certain fees appli
• $10.0 million — ment, as of January 19, 2024, there was $10.0 million in aggregate principal amount of term l
• $40.0 million — tors. As of January 19, 2024, there was $40.0 million in aggregate principal amount of term l

Filing Documents

• uly-20240119.htm (8-K) — 47KB
• uly-ex99_1.htm (EX-99.1) — 20KB
• img120042339_0.jpg (GRAPHIC) — 3KB
• 0000950170-24-005929.txt ( ) — 199KB
• uly-20240119.xsd (EX-101.SCH) — 30KB
• uly-20240119_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Third Amended and Restated Structural Loan and Security Agreement On January 19, 2024, Urgent.ly Inc. (the “Company”) entered into a Third Amended and Restated Loan and Security Agreement (the “Third A&R Structural Loan Agreement”), among the Company, the other loan parties party thereto, the lenders party thereto and Ocean II PLO LLC, as administrative and collateral agent (in such capacity, the “SCI Agent”). The Third A&R Structural Loan Agreement amends and restates the Second Amended and Restated Loan Agreement, dated as of July 12, 2022 (the “Second A&R Structural Loan Agreement”), among the Company, the other loan parties party thereto, the lenders from time to time party thereto and the SCI Agent, to, among other things, permit the partial prepayment of term loans in an aggregate principal amount equal to $17.5 million, together with certain fees applicable thereto, to allow for the joinder of certain of the Company’s foreign and domestic subsidiaries as guarantors, and to extend the maturity date of the loans under the Third A&R Structural Loan Agreement to January 1, 2025. Following the prepayment of term loans contemplated by the Third A&R Structural Loan Agreement, as of January 19, 2024, there was $10.0 million in aggregate principal amount of term loans outstanding under the Third A&R Structural Loan Agreement. Additional details of the Second A&R Structural Loan Agreement were previously disclosed in the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2023, and are incorporated herein by reference. The foregoing description of the Third A&R Structural Loan Agreement and the transactions contemplated thereby is not complete and is subject to, and qualified in its entirety by reference to, the Third A&R Structural Loan Agreement, a copy of which will be filed as an exhibit to the Company

01 Other Events

Item 8.01 Other Events. On January 22, 2024, the Company issued a press release announcing a partnership with a global top 5, US-based automotive OEM. A copy of the press release is filed herewith as Exhibit 99.1 and incorporated herein by reference. On January 22, 2024, the Company announced that one of our Customer Partners, which has accounted for approximately 25% of our revenue in prior periods, will not be renewing its agreement with us when the existing contract expires by its terms on January 31, 2024.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 99.1 Press release dated January 22, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 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. Dated: January 22, 2024 URGENT.LY INC. By: /s/ Timothy C. Huffmyer Timothy C. Huffmyer Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR