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 17, 2015
LIQUIDITY SERVICES, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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0-51813 |
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52-2209244 |
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1920 L Street, N.W., 6th Floor, Washington, D.C. |
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20036 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code (202) 467-6868
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On July 17, 2015, the Defense Logistics Agency Disposition Services (“DLA”) notified Liquidity Services, Inc. (the “Company”) that the DLA was exercising all three 30-day additional option periods under the second follow-on contract (“Second Follow-On Contract”) to its Surplus Usable Property Sales Contract (Sales Contract Number 08-0001-0001), as amended (the “Surplus Contract”) between the Company and the DLA that had been awarded on February 13, 2015. The Second Follow-On Contract was previously filed by the Company as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on February 17, 2015.
The amendment extends the Company’s performance period under the Second Follow-On Contract until November 14, 2015. Under the terms of the Second Follow-On Surplus Contract extension, Liquidity Services manages the receipt, storage, marketing, and disposition of all usable non-rolling stock surplus personal property generated by U.S. Department of Defense installations throughout the United States and its territories. All other terms, including pricing, remain consistent with the prior Surplus Contract.
The exercise of the extension options further delays implementation of the Non-Rolling Stock Multiple Assets Surplus Usable Property Liquidation Sale (Sales Contract Number 14-0091-0002) awarded by the DLA to the Company on July 25, 2014 (the “New Non-Rolling Stock Surplus Contract”) until November 14, 2015. The New Non-Rolling Stock Surplus Contract was previously filed by the Company as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 25, 2014.
A copy of the associated press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed as part of this report:
10.1 Supplemental Agreement No. 1 to Mutual Agreement for Contract (15-0001-0001) dated February 13, 2015, relating to the Surplus Contract between the Company and the Defense Logistics Agency Disposition Services of the U.S. Department of Defense.
99.1 Press Release, dated July 20, 2015, with respect to three month extension of the Second Follow-On Contract to the Surplus Contract.
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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LIQUIDITY SERVICES, INC. | |
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(Registrant) | |
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Date: July 21, 2015 |
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/s/ James E. Williams |
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Name: |
James E. Williams |
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Title: |
Vice President, General Counsel and Corporate Secretary |
Exhibit Index
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Exhibit No. |
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Description |
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10.1 |
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Supplemental Agreement No. 1 to Mutual Agreement for Contract (15-0001-0001) dated February 13, 2015, relating to the Surplus Contract between the Company and the Defense Logistics Agency Disposition Services of the U.S. Department of Defense. |
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99.1 |
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Press Release, dated July 20, 2015, with respect to three month extension of the Second Follow-On Contract to the Surplus Contract. |
Exhibit 10.1
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SALE OF GOVERNMENT PROPERTY AMENDMENT OF INVITATION FOR BIOS/MODIFICATION OF CONTRACT 6.THIS BLOCK APPUES ONLY TO AMENDMENTS OF INVITATIONS FOR BIDS The above numbered Invitation for bids Is amended as set forth in Item 9.Bidders must acknowledge receipt of this amendment unless Indicated otheiWisa In Item 11prior to the hour and date specified In the Invitation for bids, or as amended,by one of the foUowingmethods: (a) By signing and returning _ copies of this amendmen (b) By acknowledging receipt of this amendment on each copy of the bid submllled;or (c) By separate letter or telegram which Includes a reference to the invitation for bids and amendment number. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE ISSUING OFFICE PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR BID.Ifby virtue of thl& amendment you desire to change a bid already submitted, such change may be made by telegram or letter,provided such telegram or letter makes reference to the lnllitatron for bids and this amendmenandIs recelvadprior to the opening hour and data speclflad. 1.ACCOUNTlNG AND APPROPRIATION DATA (lfmti/Wd) 8.THIS APPUES ONL.Y TO MODIFIC.-.TION OF CONTRACTS 'Thll Supplamlllllll ,t,g!Mmant Ia ant.tr.t lnm pu1111ant til auflottt)l ot MutualAgreement for Contract 15-0001-0001 8, DESCRIPTION OF AMENDMENT/MODIFICATION (&up/ N probdloW tJIIenM •tidclilioM o/llltt doalmMt ,.ltrlnald In IIM!6 temaltt In fufton:.Md llllect) Whereas Contract 15-0001-0001 was entered into on February 13,2015 by and between the United States of America, hereinafter referred to as the GOVERNMENT, and Liquidity Services,Incorporated, hereinafter referred to as the CONTRACTOR, and whereas the contract involved property as described in Invitation For Bid (IFB) 08-0002115-0001: 0 IS NOT EXTENDED, 0 IS EXTENDEO UNTIL THE HOUR AND DATE FOR RECEIPT OF BIOS O'CLOCK (LOCAl. nloiE) DATE 12. SIG TU1E FOR BIOD )I?R 16.UNIT (SJgnatrJtw o1C411hcHng omcer} AUTHORIZED FOR I.OCAL REPRODUCTION p,.v oua adlllonilusable STANDARD FORM1140 (REV.1·84) p,.acribad by GSA FP(41CFR)101-45.3, 10.BIOOEMURCHASE NAME AND AOORESS (IIICI'Jde ZIP Code} liquidity Services, Incorporated 1920 L Street, NW,6th Floor Washington, DC 20036 11. 0 BIDDERIS NOT R£QU1RED TO SIGN THIS DOCUI>IENT [gj PURCHASER IS REQUIRED TO SIGN THIS DOCUMENT ANDRETURN ORIGINALAND 0 COPEI S TO llfE ISSUING OFF CE BY ,.....--L ....... ::::=s (S/gllllurl of perJon authoJiztd toalgn} BY 13.NAUE AND TITLEOF 61GNER or print} THOMAS BURTON Executive Vice President H.DATE SIGNED 07/1712015 14.NAMEOFCONTRACTING OFFICER (Type or ptitiQ REBECCA BELLINGER 17.DATE &IGN£0 07/17/2015 1.AMENDMENT TOINVITATION FOR BIOS NO.:: 2.EFFECTIVE DATE 07117/2015 PAGE 1OF2 PAGES SUPPLEMENTAL AGREELIENT NO.;1 ,,ISSUED BY DLA Disposition Services NationalSales Office 74 North Washington Street Battle Creek,Ml 49017-3092 4. NAME AND ADDRESS 'MiERE BIDS ARE RECEIVED 5.0AMENDMENT OFINVITATION FOR BIOS NO.(SH ll•m IJ} DATED I8JMODIFICATION OF CONTRACT NO. (SH Item I) DATED 0211312015 |
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CONTRACT NUMBER 15-0001-0001 Supplemental Agreement 1 Page2 WHEREAS, certain DLA Disposition Services assets that have been determined no longer needed by the Government may result in a sales transaction that is conducted by the DLA Disposition Services Sales Office. WHEREAS, Contract 15-0001-0001, states,''Performance period for this contract is six months. Additionally, three (3) 30 day options are available at the Government's offering. Contract perfonnance begins on February 14, 2015." NOW THEREFORE, it is mutually agreed between the Government and the Contractor hereto that the following changes are in effect: Contract 15-0001-0001is changed based on Government requirements. DLA Disposition Services has determined it is in the best interest of the Government to extend the 3 (three) 30 day perfonnance options extending1he contract perfonnance period for contract 15-0001-0001 to November 14, 2015. All other terms and conditions of contract 15-0001-0001 remain the same. I/IIIII//IIIIIIIJIIII/11/111/111/IIINOTHING FOLLOWS/////////////////////////1///////////// |
Exhibit 99.1
Liquidity Services Receives Three Month Contract Extension
for U.S. Department of Defense Surplus Property Sales
WASHINGTON - July 21, 2015 — Liquidity Services, Inc. (NASDAQ: LQDT), a global solution provider in the reverse supply chain with the world’s largest marketplace for business surplus, today announced that the Defense Logistics Agency (DLA) has determined it is in the best interest of the Government to extend the remaining three 30-day option periods under its Surplus sales contract (Surplus Contract) for the disposition of usable surplus property from the U.S. Department of Defense. Through this unilateral contract amendment, the current Surplus Contract’s performance period has been extended through November 14, 2015. During this period, the U.S. Department of Defense (DoD) will continue to use Liquidity Services as the primary sales channel for the disposition of surplus property.
Under the terms of the Surplus Contract extension, Liquidity Services manages the receipt, storage, marketing, and disposition of all usable non-rolling stock surplus personal property generated by DoD installations throughout the United States and its territories. All other terms, including pricing, remain consistent with the prior Surplus Contract. Assets are offered for sale through Liquidity Services’ online auction marketplace, www.GovLiquidation.com, to a global buyer base.
About Liquidity Services
Liquidity Services is a global solution provider in the reverse supply chain with the world’s largest marketplace for business surplus. We partner with global Fortune 1000 corporations, middle market companies, and government agencies to intelligently transform surplus assets and inventory from a burden into a liquid opportunity that fuels the achievement of strategic goals. Our superior service, unmatched scale, and ability to deliver results enable us to forge trusted, long-term relationships with over 7,000 clients worldwide. With approximately $1 billion in annual sales proceeds, and nearly 3 million buyers in almost 200 countries and territories, we are the proven leader in delivering smart surplus solutions. Let us build a better future for your surplus. Visit us at LiquidityServices.com.
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Investor Contact
Julie Davis
Senior Director, Investor Relations
202.558.6234
julie.davis@liquidityservices.com