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)  November 5, 2012

 

LIQUIDITY SERVICES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

0-51813

 

52-2209244

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

1920 L Street, N.W., 6th Floor, Washington, D.C.

 

20036

(Address of principal executive offices)

 

(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 November 5, 2012, the Defense Logistics Agency Disposition Services (the “DLA Disposition Services”) notified Liquidity Services, Inc. (the “Company”) that DLA Disposition Services was exercising its option to extend the performance period relating to the Contract for Multi-Year Sale of Surplus Scrap Material at Locations Nationwide (Contract Number 99-4001-0004), effective as of June 9, 2005 between the Company and DLA Disposition Services (the “Scrap Contract”), which was previously filed by the Company as Exhibit 10.2 to the Company’s Registration Statement on Form S-1 (Registration No. 333-129656), filed with the Securities and Exchange Commission on November 14, 2005.  DLA Disposition Services’ letter extends the performance period of the Scrap Contract by one year to June 9, 2014.  This extension notice represents the second of three extensions available under the Scrap Contract.

 

A copy of the associated press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)  Exhibits

 

The following exhibit is filed as part of this report:

 

10.1                                                Letter from DLA Disposition Services, dated November 5, 2012, relating to Contract for Multi-Year Sale of Surplus Scrap Material at Locations Nationwide (Contract Number 99-4001-0004), effective as of June 9, 2005 between the Company and DLA Disposition Services.

 

99.1                                                Press Release, dated November 7, 2012, with respect to the extension of the Scrap Contract.

 

2



 

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.

 

 

LIQUIDITY SERVICES, INC.

 

(Registrant)

 

 

Date:  November 7, 2012

By:

/s/ James E. Williams

 

Name:

James E. Williams

 

Title:

Vice President, General Counsel and
Corporate Secretary

 

3



 

Exhibit Index

 

Exhibit No.

 

Description

 

 

 

10.1

 

Letter from DLA Disposition Services, dated November 5, 2012, relating to Contract for Multi-Year Sale of Surplus Scrap Material at Locations Nationwide (Contract Number 99-4001-0004), effective as of June 9, 2005 between the Company and DLA Disposition Services.

 

 

 

99.1

 

Press Release, dated November 7, 2012, with respect to the extension of the Scrap Contract. 

 

4


Exhibit 10.1

 

DLA Disposition Services — J422

 

 

November 5, 2012

 

Liquidity Services, Incorporated

Mr. William Angrick

1920 L Street, NW, 6th Floor

Washington, DC 20036

 

Dear Mr. Angrick:

 

This letter is provided to inform you of a change in the contract terms set forth in contract 99-4001-0004 between Liquidity Services, Inc. and DLA Disposition Services, signed June 9, 2005. Specifically Part II, Section D of the Scrap Venture Invitation for Bid provides;

 

“The minimum Performance Period for the contract is eighty-four (84) months. DRMS may exercise options to extend the Performance Period for up to an additional thirty-six (36) months.”

 

In addition, Article Two, section 4, found in part VI provides;

 

“The basic Performance Period under this contract is eighty-four (84) calendar months beginning with the date of submission to Purchaser of the initial Pickup Notice. The Government has the unilateral right to extend that eighty-four (84) calendar month Performance period for three twelve (12) month option periods by notice thereof to Purchaser or Contractor.”

 

DLA Disposition Services has determined the additional three twelve (12) month options that are unilaterally available to the Government for extending the performance period of contract 99-4001-0004 to be in the best interest of the Government. Therefore, DLA Disposition Services exercises the second 12-month option under this provision which will extend the SV contract through June 9, 2014.

 

 

 

Sincerely,

 

 

 

 

 

JODI CULLINGFORD

 

Sales Contracting Officer

 


Exhibit 99.1

 

Liquidity Services, Inc. Receives 12-Month Contract Extension

for DoD Scrap Property Sales

 

Washington, November 7, 2012 — Liquidity Services, Inc. (NASDAQ: LQDT) today announced that the Defense Logistics Agency (DLA) has exercised the second of three twelve-month extension options under its Scrap Property sales contract (Scrap Contract), determining it to be in the best interest of the U.S. Government.   Through this unilateral election, the Scrap Contract’s performance period will be extended through June 9, 2014.  During this extended period, the DoD will continue to use Liquidity Services as the exclusive channel for the disposition of scrap property that is approved by the DoD for sale to the public.

 

Under the Scrap Contract, Liquidity Services manages the receipt, storage, marketing and disposition of virtually all scrap property generated by DoD installations throughout the United States, including: base materials and scrap metals like ferrous and non-ferrous metals, nickel alloy, electronic scrap, rubber, paper and in rare occasions, even compost and recycled asphalt.  Assets are offered for sale through Liquidity Services’ online auction marketplace, http://www.GovLiquidation.com, to a global buyer base, generating over $43 million per year in distributions back to the U.S. Treasury.

 

“Liquidity Services maintains its commitment to supporting our government partner’s zero-waste goals and through the Scrap Contract extension we will continue to identify, process and prepare for sale 20-30 million pounds of scrap materials received each month.  To date, over two billion pounds of DoD scrap materials have been sold on our www.govliquidation.com marketplace, contributing to one of the largest and most successful sustainability initiatives in U.S. history,” said Bill Angrick, Chairman and CEO of Liquidity Services.  “As a recognized cost saver and solution provider to the DoD, our top priority on every scrap sale continues to be maximizing efficiency and recovery value while adhering to safety, environmental and security compliance.”

 

The extension of the term of the Scrap Contract is described in an 8-K to be filed today with the SEC.  All other principal terms of the original contract remain in effect.

 

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 $3.0 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 approximately 1,300 employees. Additional information can be found at: http://www.liquidityservicesinc.com.

 

MEDIA CONTACT

 

Melissa Gieringer

Public Relations

o. 480-596-4496; m. 310-686-7773

e. melissa.gieringer@liquidityservicesinc.com