Item 1.01 Entry into a Material Definitive Agreement.

Amendment to UMB Loan and Security Agreement

On January 23, 2023, Scott's Liquid Gold-Inc., a Colorado corporation (the "Company"), entered into the Consent and Seventh Amendment to Loan and Security Agreement (the "Seventh Amendment"), amending its Loan and Security Agreement with UMB Bank, N.A., dated July 1, 2020 (as previously amended, the "UMB Agreement"). The Seventh Amendment consents to the sale of Scott's Liquid Gold Wood Care and Scott's Liquid Gold Floor Restore assets (described below), and updates defined terms and financial covenants under the UMB Agreement. The foregoing description of the Amendment is a summary only and is qualified in its entirety by reference to the terms of the Seventh Amendment, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Amendment to La Plata Loan Agreement

On January 25, 2023, the Company entered into the First Amendment to La Plata Capital Loan Agreement (the "First Amendment"), amending its Loan Agreement with La Plata Capital, LLC, dated November 9, 2021 (the "La Plata Agreement"). The First Amendment states interest-only payments are required on a monthly basis through March 31, 2023. The First Amendment revises the timing of principal and interest payments and provides updated financial covenants. The foregoing description of the First Amendment is a summary only and is qualified in its entirety by reference to the terms of the Amendment, which is attached hereto as Exhibit 10.2 and incorporated herein by reference.

Sale of Scott's Liquid Gold Assets

On January 23, 2023, the Company and SLG Chemicals, Inc., a Colorado corporation, and wholly owned subsidiary of the Company (collectively with the Company, the "Seller"), entered into an Asset Purchase Agreement (the "Purchase Agreement") with Nakoma Products, LLC, an Illinois corporation ("Buyer"), pursuant to which the Seller agreed to sell to Buyer all of the Seller's right, title and interest in and to certain assets of the Scott's Liquid Gold Wood Care and Scott's Liquid Gold Floor Restore product lines (the "Business"), together with certain obligations and liabilities relating to the Business. The transactions contemplated by the Purchase Agreement were consummated on January 23, 2023 (the "Asset Sale"). The closing consideration paid to the Seller for the Business was $1,900,000, subject to adjustment for inventory value. Additionally, the Buyer is required to pay the Seller quarterly royalty payments on the gross sales of the Business until January 23, 2025.

Item 2.01. Completion of Acquisition or Disposition of Assets.

The description of the Asset Sale contained in Item 1.01 above is hereby incorporated by reference.

Item 7.01. Regulation FD Disclosure.

On January 27, 2023, the Company issued a press release announcing the Asset Sale. A copy of the press release is furnished as Exhibit 99.1 to this Current Report. The information under this Item 7.01 and contained in Exhibit 99.1 will not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor will such information or exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as is expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits: The following exhibits are filed as part of this report:



Exhibit No.    Description
10.1             Consent and Seventh Amendment to Loan and Security Agreement, Dated
               January 23, 2023
10.2             First Amendment to La Plata Capital Loan Agreement, Dated January
               25, 2023
99.1             Scott's Liquid Gold-Inc. press release, dated January 27, 2023.
104            Cover Page Interactive Data File

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