Item 1.01. Entry Into a Material Definitive Agreement.
On November 9, 2021, HyreCar, Inc. (the "Company") entered into an Equity
Offering Sales Agreement (the "Sales Agreement") with D.A. Davidson & Co. and
Northland Securities, Inc., under which the Company may issue and sell from time
to time shares of the Company's common stock, $0.00001 par value per share,
having an aggregate gross sales price of up to $50,000,000 through D.A. Davidson
& Co. and Northland Securities, Inc., as sales agents. The Company has agreed to
pay the sales agents a commission of 3.5% of the gross sales price of any shares
of Company common stock sold under the Sales Agreement.
Because there is no minimum offering amount required pursuant to the Sales
Agreement, the actual total public offering amount, commissions and proceeds to
the Company, if any, are not determinable at this time. The Company expects to
use any net proceeds for general corporate purposes, which may include operating
expenses, working capital, and to further or execute upon potential strategic
transactions or relationships.
The Company made certain customary representations, warranties, and covenants in
the Sales Agreement and also agreed to indemnify the agents against certain
liabilities, including liabilities under the Securities Act of 1933, as amended.
The Sales Agreement is not intended to provide any other factual information
about the Company. The representations, warranties, and covenants contained in
the Sales Agreement were made only for purposes of the Sales Agreement,
including the allocation of risk between the parties thereto, and as of specific
dates, were solely for the benefit of the parties to the Sales Agreement, and
may be subject to limitations agreed upon by the parties thereto, including
being qualified by confidential disclosures exchanged between the parties in
connection with the execution of the Sales Agreement.
A copy of the Sales Agreement is filed as Exhibit 1.1 to this Current Report on
Form 8-K and is incorporated herein by reference. The summary set forth above is
qualified in its entirety by reference to Exhibit 1.1.
Item 9.01. Financial Statements and Exhibits
1.1 Equity Offering Sales Agreement,
dated November 9, 2021, by and among
the Company, D.A. Davidson & Co. and
Northland Securities, Inc.
Opinion of Polsinelli PC regarding
5.1 legality of the shares of common
23.1 Consent of Polsinelli PC (included in
Cover Page Interactive Data File
104 (embedded within the Inline XBRL
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