8-K

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 8, 2023

Sezzle Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-56267	81-0971660
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

700 Nicollet Mall

Suite 640

Minneapolis, MN 55402

(Address of principal executive offices, including zip code)

+1 (651) 504 5294

(Registrant’s telephone number, including area code)

Not Applicable

(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:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, par value $0.00001 per share	SEZL	The Nasdaq Stock Market LLC

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. ☐

Item 2.02. Results of Operations and Financial Conditions

On November 8, 2023 (Central Standard Time), Sezzle Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 and is incorporated herein by reference.

The information in this Form 8-K (including Exhibit 99.1 attached hereto) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing by the Company, under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 7.01. Regulation FD Disclosure

Voluntary Delisting from ASX

On November 8, 2023 (Central Standard Time), the Company submitted a formal request to the Australian Securities Exchange (“ASX”) to be removed from the official list of ASX (the “Delisting”). The Company’s common stock trades on the ASX in the form of CHESS Depositary Interests (“CDIs”). The submission by the Company of the formal request follows the receipt of in-principle advice from the ASX.

Following the Delisting, the Company's CDIs will no longer trade on ASX; however, the Company’s common stock will continue to be listed on the Nasdaq Capital Market (“Nasdaq”). The Company intends to provide holders of CDIs additional information regarding their rights in connection with the Delisting, including their ability to sell their CDIs in connection with the Delisting or convert their CDIs into common stock tradable on Nasdaq.

The Company intends to provide more information about the Delisting in the future at the appropriate time.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
99.1	Press Release of the Company, dated November 9, 2023 (Australian Eastern Daylight Time).
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.

	SEZZLE INC.
Dated: November 8, 2023	By:	/s/ Charles Youakim
		Charles Youakim
		Chief Executive Officer

EX-99.1

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As of September 30, 2023 December 31, 2022 (unaudited) (audited) Assets Current Assets Cash and cash equivalents $ 65,150,280 $ 68,279,539 Restricted cash, current 1,580,418 1,223,119 Notes receivable 111,146,024 103,581,855 Allowance for credit losses (8,597,942) (10,223,451) Notes receivable, net 102,548,082 93,358,404 Other receivables, net 2,055,649 2,532,710 Prepaid expenses and other current assets 4,868,559 4,737,688 Total current assets 176,202,988 170,131,460 Non-Current Assets Internally developed intangible assets, net 1,791,784 1,322,836 Property and equipment, net 166,264 281,605 Operating right-of-use assets 1,028,165 86,715 Restricted cash, non-current 82,000 20,000 Other assets 632,158 733,922 Total Assets $ 179,903,359 $ 172,576,538 Liabilities and Stockholders' Equity Current Liabilities Merchant accounts payable $ 68,182,563 $ 83,020,739 Operating lease liabilities, current 52,117 79,312 Accrued liabilities 7,832,651 10,448,872 Other payables 5,300,675 4,129,371 Deferred revenue 2,070,231 1,516,228 Total current liabilities 83,438,237 99,194,522 Long Term Liabilities Long term debt 250,000 250,000 Operating lease liabilities, non-current 998,316 — Line of credit, net of unamortized debt issuance costs of $763,362 and $1,222,525, respectively 75,136,638 63,777,475 Warrant liabilities 590,563 511,295 Other non-current liabilities 1,515,550 — Total Liabilities 161,929,304 163,733,292 Commitments and Contingencies (see Note 7) Stockholders' Equity* Common stock, $0.00001 par value; 750,000,000 shares authorized; 5,816,031 and 5,507,108 shares issued, respectively; 5,690,087 and 5,478,470 shares outstanding, respectively 2,085 2,083 Additional paid-in capital 184,993,376 179,054,368 Treasury stock, at cost: 125,944 and 28,638 shares, respectively (5,718,668) (4,072,752) Accumulated other comprehensive loss (843,560) (643,974) Accumulated deficit (160,459,178) (165,496,479) Total Stockholders' Equity 17,974,055 8,843,246 Total Liabilities and Stockholders' Equity $ 179,903,359 $ 172,576,538

For the three months ended September 30, For the nine months ended September 30, 2023 2022 2023 2022 Total income $ 40,844,201 $ 30,408,249 $ 110,455,297 $ 87,294,249 Operating Expenses Personnel 11,079,174 11,586,551 34,670,235 40,288,070 Transaction expense 9,936,804 9,319,823 26,121,338 31,229,450 Third-party technology and data 2,002,515 2,177,376 5,655,321 6,282,651 Marketing, advertising, and tradeshows 3,615,339 3,857,393 10,128,175 15,402,963 General and administrative 2,184,076 2,287,595 6,679,915 14,231,719 Provision for credit losses 6,676,548 5,679,953 12,667,346 24,036,357 Reimbursement of merger-related costs — (11,000,000) — (11,000,000) Total operating expenses 35,494,456 23,908,691 95,922,330 120,471,210 Operating Income (Loss) 5,349,745 6,499,558 14,532,967 (33,176,961) Other Income (Expense) Net interest expense (4,143,258) (2,191,995) (11,453,751) (5,477,164) Other income (expense), net 14,560 47,688 1,206,800 (25,315) Fair value adjustment on warrants 89,227 — (79,268) — Income (Loss) before taxes 1,310,274 4,355,251 4,206,748 (38,679,440) Income tax expense 15,874 10,827 48,024 48,626 Net Income (Loss) 1,294,400 4,344,424 4,158,724 (38,728,066) Other Comprehensive Income (Loss) Foreign currency translation adjustment (358,465) (1,354,622) (199,586) (1,614,763) Total Comprehensive Income (Loss) $ 935,935 $ 2,989,802 $ 3,959,138 $ (40,342,829) Net income (loss) per share*: Basic $ 0.23 $ 0.80 $ 0.75 $ (7.13) Diluted $ 0.23 $ 0.73 $ 0.74 $ (7.13) Weighted-average shares outstanding*: Basic 5,667,430 5,464,484 5,576,233 5,433,775 Diluted 5,729,665 5,977,786 5,651,221 5,433,775

For the nine months ended September 30, 2023 2022 Operating Activities: Net income (loss) $ 4,158,724 $ (38,728,066) Adjustments to reconcile net income (loss) to net cash (used for) provided from operating activities: Depreciation and amortization 624,608 649,343 Provision for credit losses 12,667,346 24,036,357 Provision for other credit losses 2,067,268 6,833,033 Equity based compensation and restricted stock vested 5,912,015 8,204,894 Amortization of debt issuance costs 534,638 821,770 Fair value adjustment on warrants 79,268 — Impairment losses on long-lived assets 42,248 26,109 Loss on sale of fixed assets 17,644 — Changes in operating assets and liabilities: Notes receivable (20,945,172) 17,155,162 Other receivables (1,590,055) (4,103,107) Prepaid expenses and other assets (23,191) (307,559) Merchant accounts payable (14,869,007) (12,171,770) Other payables 1,166,248 2,361,293 Accrued liabilities (1,101,420) 1,750,462 Deferred revenue 554,005 531,092 Operating leases 29,667 12,107 Net Cash (Used for) Provided from Operating Activities (10,675,166) 7,071,120 Investing Activities: Purchase of property and equipment (53,533) (12,404) Internally developed intangible asset additions (984,176) (774,139) Net Cash Used for Investing Activities (1,037,709) (786,543) Financing Activities: Proceeds from line of credit 28,900,000 5,000,000 Payments to line of credit (18,000,000) (29,791,614) Payments of debt issuance costs (75,475) (60,853) Proceeds from stock option exercises 26,996 99,738 Stock subscriptions collected related to stock option exercises — 324,378 Repurchase of common stock (1,645,917) (349,203) Net Cash Provided From (Used for) Financing Activities 9,205,604 (24,777,554) Effect of exchange rate changes on cash (202,689) (1,632,131) Net decrease in cash, cash equivalents, and restricted cash (2,507,271) (18,492,977) Cash, cash equivalents, and restricted cash, beginning of period 69,522,658 78,890,168 Cash, cash equivalents, and restricted cash, end of period $ 66,812,698 $ 58,765,060 Noncash investing and financing activities: Lease liabilities arising from obtaining right-of-use assets 1,059,263 — Supplementary disclosures: Interest paid $ 11,859,913 $ 4,865,371 Income taxes paid 72,600 24,298

XML

Cover Page	Nov. 08, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 08, 2023
Entity Registrant Name	Sezzle Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	000-56267
Entity Tax Identification Number	81-0971660
Entity Address, Address Line One	700 Nicollet Mall
Entity Address, Address Line Two	Suite 640
Entity Address, City or Town	Minneapolis
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55402
Country Region	+1
City Area Code	651
Local Phone Number	504 5294
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001662991
Amendment Flag	false
Title of 12(b) Security	Common Stock, par value $0.00001 per share
Trading Symbol	SEZL
Security Exchange Name	NASDAQ