CUSIP No. 497498105
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13D
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Page 1 of 6 pages
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1
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NAMES OF REPORTING PERSONS
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Beyond, Inc. |
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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(b)
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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WC |
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware |
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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2,609,215 |
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8
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SHARED VOTING POWER
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0 |
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9
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SOLE DISPOSITIVE POWER
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2,609,215 |
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10
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SHARED DISPOSITIVE POWER
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0 |
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,609,215 |
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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19.9% |
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO |
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CUSIP No. 497498105
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13D
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Page 2 of 6 pages
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Item 1. |
Security and Issuer.
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Item 2. |
Identity and Background.
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Item 3. |
Source and Amount of Funds or Other Consideration.
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Item 4. |
Purpose of Transaction.
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CUSIP No. 497498105
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13D
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Page 3 of 6 pages
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CUSIP No. 497498105
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13D
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Page 4 of 6 pages
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Item 5.
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Interest in Securities of the Issuer.
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• |
Amount beneficially owned: 2,609,215
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Percent of Class: 19.9%
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• |
Number of shares the Reporting Person has:
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o |
Sole power to vote or direct the vote: 2,609,215
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o |
Shared power to vote: 0
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o |
Sole power to dispose or direct the disposition of: 2,609,215
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o |
Shared power to dispose or direct the disposition of: 0
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(c) |
Except as described in Items 3 and 4, during the past 60 days, the Reporting Person has not effected any transactions with respect to the Common Stock.
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(d) |
None.
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(e) |
Not applicable.
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Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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CUSIP No. 497498105
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13D
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Page 5 of 6 pages
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Item 7. |
Materials to be Filed as Exhibits.
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Exhibit
Number
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Description
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1
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Term Loan Credit Agreement, dated as of October 21, 2024, by and between Kirkland’s Stores, Inc., as Lead Borrower, the Borrowers named therein, the Guarantors named therein, Beyond, Inc.,
as Administrative Agent and Collateral Agent, and the Lenders party thereto (incorporated by reference to Exhibit 10.1 to the Issuer’s Form 8-K filed on October 21, 2024).
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2
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Subscription Agreement, dated as of October 21, 2024, by and between Kirkland’s, Inc. and Beyond, Inc. (incorporated by reference to Exhibit 10.2 to the Issuer’s Form 8-K
filed on October 21, 2024).
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3
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Investor Rights Agreement, dated as of October 21, 2024, by and between Kirkland’s,
Inc. Beyond, Inc. (incorporated by reference to Exhibit 10.3 to the Issuer’s Form 8-K filed on October 21, 2024).
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CUSIP No. 497498105
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13D
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Page 6 of 6 pages
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Date: October 28, 2024
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Beyond, Inc.
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By: | /s/ Adrianne B. Lee |
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Name: Adrianne Lee | ||
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Title: Chief Financial & Administrative Officer |