Wejo Group Ltd: going-concern / distress — Wejo terminates merger, subsidiary files third administration notice; debt accelerated, Nasdaq delisting

Wejo Group Ltd

Mutual termination of business combination agreement with TKB; no termination fee.
Wejo Limited filed third notice of intent to appoint administrators (Andrew Poxon, Hilary Pascoe).
Filing triggered acceleration of ~$42.6M secured loan notes, ~$10.5M convertible, ~$3.57M second lien, $2.2M unsecured.
Nasdaq delisting determination not appealed; trading suspended June 9, 2023.

item 1.02 item 1.03 item 2.04 item 7.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Wejo Group Ltd faced acceleration on loan of $2.2 million with Tim Lee.

Instrument: loan
Principal: $2.2 million
Counterparty: Tim Lee
Event: acceleration

Exact text from the filing

aggregate under the Secured Convertible Notes; (iii) approximately $3.57 million in principal, interest and extension fees in the aggregate under the Second Lien Note, and (iv) $2.2 million in principal and redemption premium in the aggregate under the Unsecured Note.

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Wejo Group Ltd faced acceleration on loan of $42.6 million with Securis Investment Partners LLP.

Instrument: loan
Principal: $42.6 million
Counterparty: Securis Investment Partners LLP
Event: acceleration

Exact text from the filing

the Company in favor of Tim Lee. As of the date of the Third Notice of Intent, the Company had the following amounts outstanding under each such note issuance: (i) approximately $42.6 million in principal and unpaid interest through April 2024 in the aggregate under the Secured Loan Notes; (ii) approximately $10.5 million in principal and interest through December

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Wejo Group Ltd faced acceleration on loan of $3.57 million with Esousa Holdings LLC.

Instrument: loan
Principal: $3.57 million
Counterparty: Esousa Holdings LLC
Event: acceleration

Exact text from the filing

Secured Loan Notes; (ii) approximately $10.5 million in principal and interest through December 2023 in the aggregate under the Secured Convertible Notes; (iii) approximately $3.57 million in principal, interest and extension fees in the aggregate under the Second Lien Note, and (iv) $2.2 million in principal and redemption premium in the aggregate under the

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Wejo Group Ltd faced acceleration on convertible notes of $10.5 million with General Motors Holdings LLC.

Instrument: convertible notes
Principal: $10.5 million
Counterparty: General Motors Holdings LLC
Event: acceleration

Exact text from the filing

each such note issuance: (i) approximately $42.6 million in principal and unpaid interest through April 2024 in the aggregate under the Secured Loan Notes; (ii) approximately $10.5 million in principal and interest through December 2023 in the aggregate under the Secured Convertible Notes; (iii) approximately $3.57 million in principal, interest and extension fees

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Distress & Bankruptcy SEC 8-K Item 1.03 confidence 0.95

Wejo Group Ltd entered receivership in High Court of Justice Business and Property Courts in Manchester (petition 2023-05-30).

Proceeding: receivership
Court: High Court of Justice Business and Property Courts in Manchester
Petition: 2023-05-30

Exact text from the filing

Item 1.03 Bankruptcy or Receivership. As previously disclosed on May 30, 2023, Wejo Limited, an indirect, wholly-owned subsidiary of Wejo Group Limited (the “Company”), filed a notice of intention to appoint an administrator (the “Notice of Intent”) in the High Court of Justice Business and Property Courts in Manchester (the “UK Court”) in accordance with the requirements of Paragraphs 26 and 27(2) of Schedule B1 to the Insolvency Act 1986 and rule 3.23 of the Insolvency (England and Wales) Rules 2016.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Wejo Group Ltd terminated Business Combination Agreement with TKB Critical Technologies 1 (effective 2023-06-25).

Action: termination
Agreement: merger
Counterparty: TKB Critical Technologies 1
Effective: 2023-06-25

Exact text from the filing

On June 25, 2023, the Company, TKB, Holdco, Merger Sub 1 and Merger Sub 2 entered into that certain Mutual Termination Agreement ("Termination Agreement") pursuant to which the parties mutually agreed to terminate the Business Combination Agreement

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41 debt financings filed in the last 30 days. Browse all debt financings →

Source: SEC EDGAR

accession 0001864448-23-000140

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