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) September 13, 2012
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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(State or other jurisdiction |
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(Commission |
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(IRS Employer |
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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 September 13, 2012, Liquidity Services, Inc. (the “Company”) and the Defense Logistics Agency Disposition Services (the “DLA Disposition Services”) entered into a Supplemental Agreement (the “Amendment”) relating to Surplus Usable Property Sales Contract (Sales Contract Number 08-0001-0001), effective as of July 31, 2008, between the Company and the Defense Reutilization and Marketing Service of the U.S. Department of Defense, as amended (the “Surplus Contract”), which 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 on August 6, 2008. The Amendment represents the second of two extensions available under the Surplus Contract. A copy of the associated press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Pursuant to the Amendment, which is effective as of September 13, 2012, the DLA Disposition Services exercised its option to extend the performance period of the Surplus Contract by one year to February 13, 2014.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed as part of this report:
10.1 Supplemental Agreement No. 6 relating to Surplus Usable Property Sales Contract (Sales Contract Number 08-0001-0001) between Liquidity Services, Inc. and the Defense Reutilization and Marketing Service of the U.S. Department of Defense.
99.1 Press Release, dated September 13, 2012, with respect to the amendment 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: September 14, 2012 |
By: |
/s/ James E. Williams | |
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Name: |
James E. Williams | |
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Title: |
Vice President, General Counsel and | |
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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. 6 relating to Surplus Usable Property Sales Contract (Sales Contract Number 08-0001-0001) between Liquidity Services, Inc. and the Defense Reutilization and Marketing Service of the U.S. Department of Defense. |
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99.1 |
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Press Release, dated September 14, 2012, with respect to the amendment to the Surplus Contract. |
Exhibit 10.1
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SALE OF GOVERNMENT PROPERTY AMENDMENT OF INVITATION FOR BIDS/MODIFICATION OF CONTRACT 1. AMENDMENT TO INVITATION FOR BIDS NO.: 2. EFFECTIVE DATE 09/13/2012 PAGE 1 OF 2 PAGES 3. ISSUED BY DLA Disposition Services National Sales Office 74 North Washington Street Battle Creek, MI 49017-3092 4. NAME AND ADDRESS WHERE BIDS ARE RECEIVED 5. AMENDMENT OF INVITATION FOR BIDS NO. (See Item 6) DATED MODIFICATION OF CONTRACT NO. (See Item 8) DATED 07/31/2008 6. THIS BLOCK APPLIES 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 otherwise in item 11 prior to the hour and date specified in the invitation for bids, or as amended, by one of the following methods: (a) By signing and returning copies of this amendment; (b) By acknowledging receipt of this amendment on each copy of the bid submitted; or (c) By separate letter or telegram which induces 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. If by virtue of this 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 invitation for bids and this amendment, and is received prior to the opening hour and date specified. 7. ACCOUNTING AND APPROPRIATION DATA (If required) 8. THIS APPLIES ONLY TO MODIFICATION OF CONTRACTS This Supplemental Agreement is entered into pursuant to authority of Mutual Agreement for Contract 08-0001-0001 9. DESCRIPTION OF AMENDMENT/MODIFICATION (Except as provided below all terms and conditions of the document referenced in Item 5 remain in full force and effect) Whereas Contract 08-0001-0001 was entered into on July 31, 2008 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) 08-0001: THE HOUR AND DATE FOR RECEIPT OF BIDS (LOCAL TIME) IS NOT EXTENDED. IS EXTENDED UNTIL O’CLOCK M DATE 10. BIDDER/PURCHASE NAME AND ADDRESS (include ZIP Code) 11. BIDDER IS NOT REQUIRED TO SIGN THIS DOCUMENT Liquidity Services, Incorporated 1920 L Street, NW, 6th Floor Washington, DC 20036 PURCHASER IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN ORIGINAL AND 0 COPIES TO THE ISSUING OFFICE 12. SIGNATURE FOR BIDDER/PURCHASER BY (Signature of person authorized to sign) 15. UNITED STATES OF AMERICA BY (Signature of Contracting Officer) 13. NAME AND TITLE OF SIGNER (Type or print) THOMAS B. BURTON President 14. DATE SIGNED 16. NAME OF CONTRACTING OFFICER (Type or print) 17. DATE SIGNED 09/13/2012 REBECCA BELLINGER 09/13/2012 AUTHORIZED FOR LOCAL REPRODUCTION Previous edition is usable STANDARD FORM 114D (REV. 1-94) Prescribed by GSA FPMR (41 CFR) 101-45.3. |
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CONTRACT NUMBER 08-0001-0001 Supplemental Agreement 6 Page 2 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, Supplemental Agreement 4 dated 08/19/2011, states, Contract 08-0001-0001, Article Four, Section 1 is changed to read: Subject to the early cancellation option provisions and the Termination for Convenience of the Government provisions, the Government shall provide property for a thirty-six (36) month period from the date of Delivery Order 5. Based on Government requirements, DLA Disposition Services has determined it is in the best interest of the Government to extend the performance period for this contract by one year, thus providing property for a forty-eight (48) month period from the date of Delivery Order 5. The total duration of this contract, including the exercise option years shall not exceed sixty (60) months or five (5) years. NOW THEREFORE, it is mutually agreed between the Government and the Contractor hereto that the following changes are in effect: Contract 08-0001-0001, Article Four, Section 1, PERFORMANCE PERIOD, is changed to read: Subject to the early cancellation option provisions and the Termination for Convenience of the Government provisions, the Government shall provide property for a thirty-six (36) month period from the date of Delivery Order 5. Based on Government requirements, DLA Disposition Services has determined it is in the best interest of the Government to extend the performance period for this contract, thus providing property for a sixty (60) month period from the date of Delivery Order 5. The total duration of this contract, including the exercise option years shall not exceed sixty (60) months or five (5) years. ////////////////////////////////////NOTHING FOLLOWS////////////////////////////////// |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Liquidity Services, Inc. Receives Contract Extension for
DoD Surplus Useable Property Sales
WASHINGTON, D.C. Sept. 13, 2012— Liquidity Services, Inc. (NASDAQ: LQDT), which operates leading online marketplaces for corporate and government surplus and salvage assets, today announced that the U.S. Defense Logistics Agency (DLA) has exercised the second of two potential 12-month extension periods under its Surplus Useable Property sales contract (Surplus Contract) with Liquidity Services to sell surplus assets of the U.S. Department of Defense (DoD).
Through a unilateral contract modification, the Surplus Contract’s performance period has been extended through February 13, 2014. During the extended performance period, the DoD will continue to use Liquidity Services as the primary channel for the disposition of useable surplus property that is approved by the DoD for sale to the public.
Under the Surplus Contract, Liquidity Services manages the receipt, storage, marketing, and disposition of all useable surplus personal property generated by DoD installations throughout the United States. Assets are offered for sale through Liquidity Services’ online auction marketplace, GovLiquidation.com.
“We are pleased to announce the extension of the DLA contract for the sale of surplus assets. This builds upon our 11 years of proven experience as an innovative and trusted solution provider in support of a critical government mission to keep surplus and idle inventories moving out of more than 200 DoD facilities nationwide in a secure and efficient manner,” said Bill Angrick, Chairman and CEO of Liquidity Services. “Over the past decade-plus, Liquidity Services has sold close to two billion pounds of scrap material and over 55 million DoD surplus items through its marketplace www.govliquidation.com, generating over half a billion dollars back to the U.S. Treasury and consistently exceeding historic expectations. Our solution not only protects national security interests through safety and compliance measures, but also leads the way in advancing government sustainability programs.”
About Liquidity Services, Inc.
Liquidity Services, Inc. (NASDAQ: LQDT) provides leading corporations, public sector agencies and buying customers the world’s most transparent, innovative and effective online marketplaces and integrated services for surplus assets. On behalf of its clients, Liquidity Services has completed the sale of over $3.1 billion of surplus, returned and end-of-life assets, in over 500 product categories, including consumer goods, capital assets and industrial equipment. The company is based in Washington, D.C. and has over 1,100 employees. Additional information can be found at: http://www.liquidityservicesinc.com.
Forward-Looking Statements
This document contains forward-looking statements regarding the contract extension and other matters that are made pursuant to the Private Securities Litigation Reform Act of 1995. The outcome of the events described in these forward-looking statements is subject to known and unknown risks, uncertainties and other factors that may cause our actual results to differ materially from any future results expressed or implied by these forward-looking statements. Important factors that could cause our actual results to differ materially from those implied by the forward-looking statements are set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2011, including, but not limited to, those set forth in Part I, Item IA (Risk Factors). There may be other factors of which we are currently unaware that may adversely affect our actual results. All forward-looking statements apply only as of the date of this document and are expressly qualified in their entirety by the cautionary statements included in this document. Except as may be required by law, we undertake no obligation to publicly update or revise any forward-looking statement occurring after the date of this document.
Liquidity Services, Inc.
Julie Davis, 202-558-6234
julie.davis@liquidityservicesinc.com