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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): October 3, 2023

 

Ault Disruptive Technologies Corporation

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-41171   86-2279256

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)   (IRS Employer Identification No.)

 

11411 Southern Highlands Parkway, Suite 240

Las Vegas, Nevada 89141

(Address of Principal Executive Offices) (Zip Code)

 

(949) 444-5464

(Registrant’s telephone number, including area code)

N/A

(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 Act:

 

Title of each class  

Trading

Symbol(s)

 

Name of each exchange

on which registered

Units, each consisting of one share of Common Stock, par value $0.001 per share and three-fourths of one Redeemable Warrant to purchase one share of Common Stock   ADRTU   NYSE American LLC
Common Stock, par value $0.001 per share   ADRT   NYSE American 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  x

 

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.  ¨

 

 

 -1-
 

 

Item 7.01 Regulation FD Disclosure

 

As previously reported under Item 3.01 (Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing), on July 21, 2023 Ault Disruptive Technologies Corporation (the “Company”) received a deficiency letter from the NYSE American LLC (the “NYSE American”) indicating that the Company is not in compliance with (i) Section 1003(b)(i)(A) of the NYSE American Company Guide (the “Company Guide”), which requires the Company to maintain a minimum of 200,000 shares publicly held and (ii) Section 1003(b)(i)(B) of the Company Guide, which requires the Company to maintain a minimum of 300 public stockholders on a continuous basis. 

 

On August 18, 2023, the Company submitted a plan of compliance (the “Plan”) to the NYSE American addressing how the Company intends to regain compliance with these requirements by December 20, 2024.

 

On September 27, 2023, the Company received notice from the NYSE American that it had accepted the Plan and granted a plan period until December 20, 2024, in order to regain compliance. The Company’s progress toward regaining compliance is subject to periodic review by the NYSE American, including quarterly monitoring for compliance with the initiatives outlined in the Plan.

 

On October 3, 2023, the Company issued a press release to announce the acceptance of the Company’s Plan by the NYSE American. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.

 

In accordance with General Instruction B.2 of Form 8-K, the information under this item shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

 

The Securities and Exchange Commission encourages registrants to disclose forward-looking information so that investors can better understand the future prospects of a registrant and make informed investment decisions. This Current Report on Form 8-K and exhibits may contain these types of statements, which are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and which involve risks, uncertainties and reflect the Registrant’s judgment as of the date of this Current Report on Form 8-K. Forward-looking statements may relate to, among other things, operating results and are indicated by words or phrases such as “expects,” “should,” “will,” and similar words or phrases. These statements are subject to inherent uncertainties and risks that could cause actual results to differ materially from those anticipated at the date of this Current Report on Form 8-K. Investors are cautioned not to rely unduly on forward-looking statements when evaluating the information presented within.

 

 

Item 9.01Financial Statements and Exhibits

 

(d)Exhibits:

 

Exhibit No.    Description
     
99.1   Press Release, issued by the Company on October 3, 2023.
101   Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).
104   Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

 

 -2-
 

 

SIGNATURES

 

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.

 

 

Dated: October 3, 2023       AULT DISRUPTIVE TECHNOLOGIES CORPORATION
       
        By:  

/s/ Henry Nisser

        Name:   Henry Nisser
        Title:   President and General Counsel

 

 

-3-

 

 

 

 

Exhibit 99.1

 

 

 

Ault Disruptive Technologies Corporation Announces Acceptance of Compliance Plan by NYSE American

 

LAS VEGAS--(BUSINESS WIRE) – October 3, 2023 –Ault Disruptive Technologies Corporation, a special purpose acquisition company (the “Company”), today announced that the NYSE American (the “Exchange”) has accepted the Company’s business plan to regain compliance with the Exchange’s continued listing standards as set forth in Sections 1003(b)(i)(A) and (B) of the NYSE American Company Guide (the “Company Guide”).

 

As previously reported, on July 21, 2023, the Company received notification (the “Letter”) from the Exchange that it was not in compliance with the continued listing standards set forth in the Company Guide. Specifically, the Letter indicated that the Company was not in compliance with Sections 1003(b)(i)(A) and 1003(b)(i)(B) of the Company Guide, which requires a listed company to maintain a minimum of 200,000 shares publicly held and a minimum of 300 public stockholders on a continuous basis, respectively. The Company submitted a plan of compliance (the “Plan”) to the Exchange on August 18, 2023, addressing how the Company intends to regain compliance with these requirements by December 20, 2024.

 

On September 27, 2023, the Company received notice from the Exchange that it had accepted the Plan and granted a plan period through December 20, 2024, to regain compliance with the continued listing standards. If the Company is not in compliance with the continued listing standards by that date or if the Company does not make progress consistent with the Plan during the plan period, the Exchange may commence delisting procedures.

 

About Ault Disruptive Technologies Corporation

 

Ault Disruptive Technologies Corporation, a Delaware corporation, is a blank check company incorporated in February 2021 whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to as our initial business combination.

 

While we may pursue an initial business combination opportunity in any business, industry, sector or geographical location, we intend to focus on opportunities to acquire companies with innovative and emerging technologies, products or services that have the potential to transform major industries and radically impact society. We intend to acquire a target business or businesses with disruptive technologies that our management team believes can achieve mainstream adoption and create opportunities for long-term appreciation in value.

 

Forward-Looking Statements

 

This press release contains statements that constitute "forward-looking statements." Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's annual report on Form 10-K filed with the SEC. Copies are available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

 

 

Contacts

 

Ault Disruptive Technologies Corporation

 

ir@aultdisruptive.com

 

 

 

 

 

 

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Oct. 03, 2023
Document Type 8-K
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Document Period End Date Oct. 03, 2023
Entity File Number 001-41171
Entity Registrant Name Ault Disruptive Technologies Corporation
Entity Central Index Key 0001864032
Entity Tax Identification Number 86-2279256
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 11411 Southern Highlands Parkway
Entity Address, Address Line Two Suite 240
Entity Address, City or Town Las Vegas
Entity Address, State or Province NV
Entity Address, Postal Zip Code 89141
City Area Code (949)
Local Phone Number 444-5464
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Units, each consisting of one share of Common Stock, par value $0.001 per share and three-fourths of one Redeemable Warrant to purchase one share of Common Stock  
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol ADRTU
Security Exchange Name NYSE
Common Stock, par value $0.001 per share  
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol ADRT
Security Exchange Name NYSE

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