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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):
January 7, 2022
LOGIQ, INC.
(Exact name of registrant as specified in its
charter)
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Delaware
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000-51815
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46-5057897
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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85 Broad Street, 16-079
New York, New York 10004
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (808)
829-1057
(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 (see General
Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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N/A
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N/A
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
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Item 1.02
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Termination of a Material Definitive Agreement.
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The information set forth
in Item 5.02 of this Current Report on Form 8-K regarding the Furukawa Agreement and Hartman Agreement (as defined in Item 5.02, below)
is incorporated by reference into this Item 1.02.
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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Officer Departures
Tom Furukawa – Departure as Chief
Executive Officer
Effective January 7, 2022, Tom Furukawa will no
longer serve as Chief Executive Officer of Logiq, Inc., a Delaware corporation (the “Company”). As a result, the employment
agreement between the Company and Mr. Furukawa, dated September 1, 2020 (the “Furukawa Agreement”), terminated effective January
7, 2022.
Mr. Furukawa’s departure was not the result
of any dispute or disagreements with the Company on any matter relating to the Company’s operations, policies or practices.
Steven Hartman – Departure as Chief
Operating Officer
Effective January 7, 2022, Steven Hartman will
no longer serve as Chief Operating Officer of the Company. As a result, the employment agreement between the Company and Mr. Hartman,
dated November 4, 2020 (the “Hartman Agreement”), terminated effective January 7, 2022.
Mr. Hartman’s departure was not the result
of any dispute or disagreements with the Company on any matter relating to the Company’s operations, policies or practices.
Brent Suen – Appointment as Chief
Executive Officer
On January 7, 2022, the Company appointed its
executive Brent Suen as the Company’s new Chief Executive Officer, to fill the role left vacant as a result of Mr. Furukawa’s
departure. Mr. Suen will continue to serve as Executive Chairman and as a director of the Company.
Mr. Suen, 54, previously served as the Company’s
Chief Executive Officer until September 1, 2020, has served as the Company’s President since November 19, 2014, and has served as
a director of the Company since November 19, 2014. Mr. Suen has 27 years of experience in the investment banking industry. He began his
career in merger arbitrage at Bear Stearns in 1988, at the age of 20, as the firms’ youngest hire. In 1993, he founded Axis Trading
Corp., one of the first online platforms for stock trading and subsequently sold it to a division of Softbank in 1996. In 1997, he co-founded
Elevation Capital which invested in and advised Silicon Valley based companies on IPO’s, mergers and acquisitions, strategic partnerships
and fund raising. In 2003 Brent moved to Hong Kong and China where he established Bay2Peak S.A. Bay2Peak has invested in and advised over
fifty companies which include Internet, software, renewable energy and life science companies. From 2006 to 2008 he also advised IRG TMT
Asia Fund on private and public investments. In 2012 Brent served as advisor to McLarty Group and Citibank Venture Capital on a sale/leaseback
program valued at $160 million leading to the eventual sale of the company for $630 million. For the past six years, Brent led the start-up
and management of Empirica S.A., a security/intelligence and frontier markets focused advisory firm operating in Asia, the Middle East,
Africa and Central Asia.
The terms of Mr. Suen’s employment with
the Company remain unchanged, other than to include the new role and title.
John MacNeil – Appointment as Chief
Operating Officer
On January 7, 2022, the Company appointed John
MacNeil as the Company’s new Chief Operating Officer, to fill the role left vacant as a result of Mr. Hartman’s departure.
Mr. MacNeil will also continue to serve as a director of the Company.
Mr. MacNeil, 59, has served as the Company’s
Chief of Staff since 2020, and was appointed as director of the Company on September 1, 2020. Mr. MacNeil has more than 30 years of experience
in the financial services and technology industries. He has advised technology, financial technology and renewable energy companies on
strategic relationships, financial forecasting, investor relations and capital formation. He previously served as a portfolio manager
for technology funds at Schroders Investment Management. Mr. MacNeil holds a Bachelor of Electrical Engineering from University of Connecticut
and MBA from Columbia Business School.
The terms of Mr. MacNeil’s employment with
the Company remain unchanged, other than to include the new role and title.
There are no arrangements or understandings between
Messrs. Suen and MacNeil and any other person pursuant to which they were appointed to their new roles. There are no family relationships
between Messrs. Suen and MacNeil and any of the Company’s directors, executive officers or persons nominated or chosen by the Company
to become a director or executive officer. Neither Mr. Suen nor Mr. MacNeil are a participant in any related-person transaction or proposed
related-person transaction required to be disclosed by Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), in connection with the foregoing appointments.
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Item 7.01
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Regulation FD Disclosure
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On January 13, 2022, the Company, issued a press
release announcing management restructuring. A copy of that press release is furnished as Exhibit 99.1 hereto and incorporated herein
by reference.
Exhibit 99.1 contains forward-looking statements.
These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult
to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes
and results may differ materially from what is expressed in these forward-looking statements.
The information set forth under Item 7.01 of this
Current Report on Form 8-K (“Current Report”), including Exhibit 99.1 attached hereto, is being furnished and shall
not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of such
section. The information in Item 7.01 of this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any
filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any
such filing, except as expressly set forth by specific reference in such a filing. This Current Report will not be deemed an admission
as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD.
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Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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LOGIQ, INC.
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Dated: January 13, 2022
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By:
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/s/ Brent Suen
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Brent Suen
Chief Executive Officer and Executive Chairman
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- 3 -
Exhibit 99.1
Logiq Restructures Management Team
With
2020-2021 Strategic Initiatives Successfully Achieved,
Company
Pivoting to Customer Acquisition and M&A
New
York, NY – January 13, 2022 – Logiq, Inc. (OTCQX: LGIQ, NEO: LGIQ), a global provider of award-winning consumer acquisition
solutions, today announced a restructuring of the Company’s senior management team to better execute on its previously announced
strategic direction. The changes are effective immediately and are as follows:
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Logiq
Co-Founder and Executive Chairman Brent Suen has been appointed Chief Executive Officer,
a role he previously held from 2014 to 2020. He succeeds Tom Furukawa.
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Chief
of Staff John MacNeil has been appointed Chief Operating Officer, a role he previously held
from December 2019 to November 2020. He succeeds Steven Hartman.
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Haig
Newton, President of DataLogiq, former head of Logiq Consumer Marketing, and co-founder of
Push Interactive, will lead strategy and vision.
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Manny
Puentes, founder of Rebel AI, will lead Product Development (Logiq acquired Rebel AI in March
2021).
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Bennett
Robinson SVP of Product, has been active in compliance and data protection initiatives and
will lead those efforts.
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Chris
Jahnke, Co-founder of Push Interactive (acquired early 2020), is promoted to EVP Media.
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Toni
Bounds, a Digital Media Specialist for DataLogiq, has been promoted to VP Reengagement.
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Paige
Colleredo has been hired as Logiq’s Senior Media Director.
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Chad
Phillips has been appointed SVP Growth.
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David
Niaz has been appointed SVP Engineering.
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We
anticipate formalizing some of the above roles with official titles after further board discussion and approval and will announce those
titles as soon as they are completed.
“Logiq
has grown tremendously and rapidly evolved in just the past two years,” says Logiq Executive Chairman and CEO Brent Suen. “With
the pending spin-off of our mobile commerce business AppLogiq, our acquisitions of Push, Fixel and Rebel firmly integrated with solid
customer traction underway, our entry into data-driven digital marketing is complete and we have the platform to move forward on customer
acquisition as well as opportunistic M&A.
“Logiq’s
reorganization of our management talent is a positive step that sets us up for increasing our operational and financial performance to
further enhance shareholder value,” Mr. Suen added.
“I
greatly appreciate the commitment and execution that Tom Furukawa and Steven Hartman have contributed to the organization, and we sincerely
wish them well in their next opportunities.
Logiq
is energized, and I believe this reorganization reinforces the nimble organization Tom and Steve helped create and continue to believe
we remain well positioned with products, services and, most importantly, a motivated team to address the market opportunity before us.”
About
Logiq
Logiq
Inc. is a U.S.-based leading global provider of e-commerce and customer acquisition solutions. Its DataLogiq business provides a data-driven,
end-to-end marketing and consumer acquisition solution. Its AI-powered LogiqX™ data engine delivers valuable consumer insights
that enhance the ROI of online marketing spend and personalization. The company’s Fixel technology offers simplified online marketing
with critical privacy features.
Connect
with Logiq: Website | LinkedIn | Twitter| Facebook.
Important
Cautions Regarding Forward Looking Statements
This
press release contains certain forward-looking statements and information, as defined within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and is subject to the Safe Harbor created by those sections. This
press release also contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation
that relate to Logiq’s current expectations and views of future events. Any statements that express, or involve discussions as
to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of
words or phrases such as “will likely result”, “are expected to”, “expects”, “will continue”,
“is anticipated”, “anticipates”, “believes”, “estimated”, “intends”, “plans”,
“forecast”, “projection”, “strategy”, “objective” and “outlook”) are not
historical facts and may be forward-looking statements and may involve estimates, assumptions and uncertainties which could cause actual
results or outcomes to differ materially from those expressed in such forward-looking statements. No assurance can be given that these
expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied
upon.
These
statements speak only as of the date of this press release. Forward-looking statements are based on a number of assumptions and are subject
to a number of risks and uncertainties, many of which are beyond Logiq’s control, which could cause actual results and events to
differ materially from those that are disclosed in or implied by such forward-looking statements. In particular and without limitation,
this press release contains forward-looking statements regarding our products and services, the use and/or ongoing demand for our products
and services, expectations regarding our revenue and the revenue generation potential of our products and services, our partnerships
and strategic alliances, the impact of global pandemics (including COVID-19) on the demand for our products and services, industry trends,
overall market growth rates, our growth strategies, the continued growth of the addressable markets for our products and solutions, our
business plans and strategies, the proposed separation of Logiq’s AppLogiq and DataLogiq business into two public companies, including,
without limitation, our ability to successfully locate and consummate the contemplated strategic transactions, the structure of any such
transaction, timing of such transaction, and the valuation of the businesses after completion of any such transaction, if any, and other
risks described in the Company’s prior press releases and in its filings with the Securities and Exchange Commission (SEC) including
its Annual Report on Form 10-K and any subsequent public filings, and filings made pursuant to Canadian securities legislation that are
available on www.sedar.com, including under the heading “Risk Factors” in the Company’s Canadian Prospectus.
Logiq
undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or
otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for Logiq to predict all of
them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ
materially from those contained in any forward-looking statement. Any forward-looking statements contained in this press release are
expressly qualified in their entirety by this cautionary statement.
Company
Contact
Brent
Suen, Chief Executive Officer
Logiq, Inc.
Email contact
Media
& Investor Contact
Email contact