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Workhorse Group Inc. – ‘8-K’ for 10/31/19 – ‘EX-10.3’

On:  Tuesday, 11/5/19, at 8:24am ET   ·   For:  10/31/19   ·   Accession #:  1628280-19-13241   ·   File #:  1-37673

Previous ‘8-K’:  ‘8-K’ on 11/1/19 for 10/28/19   ·   Next:  ‘8-K’ on 11/6/19 for 10/31/19   ·   Latest:  ‘8-K’ on 3/22/24 for 3/21/24   ·   2 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/05/19  Workhorse Group Inc.              8-K:1      10/31/19   13:190K                                   Workiva Inc Wde… FA01/FA

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     31K 
 2: EX-10.3     Material Contract                                   HTML     15K 
 9: R1          Cover Cover                                         HTML     46K 
10: XML         IDEA XML File -- Filing Summary                      XML     12K 
13: XML         XBRL Instance -- wkhs-20191031_htm                   XML     21K 
11: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 4: EX-101.CAL  XBRL Calculations -- wkhs-20191031_cal               XML      7K 
 5: EX-101.DEF  XBRL Definitions -- wkhs-20191031_def                XML      9K 
 6: EX-101.LAB  XBRL Labels -- wkhs-20191031_lab                     XML     65K 
 7: EX-101.PRE  XBRL Presentations -- wkhs-20191031_pre              XML     32K 
 3: EX-101.SCH  XBRL Schema -- wkhs-20191031                         XSD     12K 
 8: JSON        XBRL Instance as JSON Data -- MetaLinks               11±    18K 
12: ZIP         XBRL Zipped Folder -- 0001628280-19-013241-xbrl      Zip     15K 


‘EX-10.3’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



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AMENDMENT TO THE
ASSET PURCHASE AGREEMENT
BY AND AMONG MOOG INC. AND SUREFLY, INC. AND
WORKHORSE GROUP INC.

        THIS AMENDMENT TO THE ASSET PURCHASE AGREEMENT BY AND AMONG MOOG INC. AND SUREFLY, INC. AND WORKHORSE GROUP INC. (this “Amendment”) is entered into as of the 31st day of October, 2019, by and between MOOG Inc., a New York corporation (“Purchaser”), and SUREFLY, INC., a Delaware corporation, and WORKHORSE GROUP INC., a Nevada corporation, and (“Seller”). All capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement (as defined below).

RECITALS:
WHEREAS, Purchaser and Seller entered into that certain Asset Purchase Agreement by and Among Purchaser and Seller dated October 1, 2019 (the “Agreement”);
WHEREAS, the Agreement, as amended, provides for a closing date of October 16, 2019; and
WHEREAS, Purchaser and Seller desire to amend the Agreement to provide for a new closing date.
NOW, THEREFORE, in consideration of the premises set forth above, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby, intending to be legally bound, agree as follows:
1.Amendments.
        
a.Section 1.1(k) of the Agreement is hereby amended by deleting such Section in its entirety and replacing it with the following:
“Closing Date” means the thirtieth calendar day following the date of execution of this Agreement or on such other date and at such place as the parties hereto shall mutually agree, but in no event later than December 2, 2019; if the purchase contemplated by this Agreement has not closed by that date, this Agreement shall be terminated and the Parties shall bear no further legal responsibility to each other.
2. Ratification. Except as provided for in this Amendment, no changes, amendments or other modifications have been or are being made to the terms of the Agreement, and such terms are hereby ratified and confirmed and remain in full force and effect.



3. Effect of Amendment. Whenever the Agreement is referred to in the Agreement or in any other agreements, documents and instruments, such reference shall be deemed to be to the Agreement as amended by this Amendment.
4. Governing Law. This Amendment is made and executed with the intention that the construction, interpretation and validity hereof shall be determined in accordance with and governed by the laws of the State of New York.
5. Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Transmission of images of signed signature pages by facsimile, e-mail or other electronic means shall have the same effect as the delivery of manually signed documents in person.
IN WITNESS WHEREOF, the parties have duly executed this Amendment as of the day and year first written above.

SELLER: Surefly Inc.    Workhorse Group Inc.

By: /s/ Duane Hughes    By: /s/Duane Hughes 
Name: Duane Hughes      Name: Duane Hughes 
Title: CEO      Title: CEO 

PURCHASER: MOOG Inc.

By: /s/ Mark Trabert  
Name: Mark Trabert 
Title: President, Aircraft Group

2


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
12/2/19
Filed on:11/5/19
For Period end:10/31/198-K
10/16/19
10/1/198-K
 List all Filings 


2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/01/22  Workhorse Group Inc.              10-K       12/31/21   99:9M
 3/01/21  Workhorse Group Inc.              10-K       12/31/20   84:8M                                     Workiva Inc Wde… FA01/FA
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Filing Submission 0001628280-19-013241   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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