Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information included in Item 3.02 is incorporated by reference in this item
to the extent required herein.
Item 3.02 Unregistered Sales of Equity Securities.
On January 29, 2020, Jeffrey Schwarz, the Chief Executive Officer of HL
Acquisitions Corp. (the "Company"), made a $175,000 loan to the Company which
was evidenced by two promissory notes in an aggregate principal amount of
$175,000 (the "Notes"). The Notes are non-interest bearing and payable upon the
consummation by the Company of a merger, share exchange, asset acquisition, or
other similar business combination, with one or more businesses or entities (a
"Business Combination"). Upon consummation of a Business Combination,
approximately $18,000 of the principal balance of the Notes may be converted, at
the holder's option, into warrants of the Company at a price of $1.00 per
warrant, with the balance of the Notes being payable in cash. The terms of the
warrants will be identical to the warrants issued by the Company in its initial
public offering, except the warrants will be non-redeemable and may be exercised
on a cashless basis, in each case so long as they continue to be held by the
initial holder or its permitted transferees. If a Business Combination is not
consummated, the Notes will not be repaid by the Company and all amounts owed
thereunder by the Company will be forgiven except to the extent that the Company
has funds available to it outside of its trust account established in connection
with the initial public offering (the "Trust Account"). The issuance of the
Notes was exempt pursuant to Section 4(a)(2) of the Securities Act of 1933, as
amended.
Item 8.01 Other Events.
In connection with the previously announced approval by the Company's
shareholders of an amendment to the Company's amended and restated memorandum
and articles of association to extend the date by which the Company has to
consummate a Business Combination (the "Extension"), on January 30, 2020, the
Company deposited $0.03 for each public share that was not converted in
connection with the Extension, or an aggregate of approximately $156,720, into
the Trust Account for the second 30-day Extension period.
1© Edgar Online, source Glimpses
