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): January 17, 2023
VOLTA INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 001-39508 | | 35-2728007 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
155 De Haro Street
San Francisco, CA 94103
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (888) 264-2208
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Title of each class | | Trading Symbol | | Name of each exchange on which registered |
| Class A Common Stock, par value of $0.0001 per share | | VLTA | | New York Stock Exchange |
| Warrants, each exercisable for one share of Class A Common Stock for $11.50 per share | | VLTA WS | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 1.01 Entry into a Material Definitive Agreement.
On January 17, 2023, Volta Inc., a Delaware corporation (“Volta”), entered into a forbearance agreement and eleventh amendment to loan agreement (the “Forbearance Agreement”) with EICF Agent LLC (“EICF”) and certain lenders, pursuant to which (i) EICF and the lenders agreed to forbear from exercising their default-related rights and remedies with respect to the certain defaults under Volta’s existing term loan, guarantee and security agreement with EICF (the “Senior Loan Agreement”), and (ii) the Senior Loan Agreement was amended to implement terms related to the incurrence of certain additional secured subordinated indebtedness with Equilon Enterprises LLC d/b/a Shell Oil Products US (the “Subordinated Agent”) and other terms agreed to under an intercreditor agreement made between Volta, EICF and the Subordinated Agent. The foregoing summary description of the Forbearance Agreement is not intended to be complete and is qualified in its entirety by reference to the full text of the Forbearance Agreement, which is filed as Exhibit 10.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| * | Portions of this exhibit (indicated by asterisks) have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company agrees to furnish supplementally 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.
| | VOLTA INC. |
| | | |
| | By: | /s/ Michelle Kley |
| | Name: | Michelle Kley |
| | Title: | Executive Vice President, Chief
Legal Officer and Secretary |
Date: January 23, 2023
