Current Report Filing (8-k)
December 02 2022 - 4:31PM
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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):
December 1, 2022
Solid
Power, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware |
|
001-40284 |
|
86-1888095 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification Number) |
486
S. Pierce Avenue, Suite E
Louisville, Colorado |
|
80027 |
(Address of principal executive offices) |
|
(Zip code) |
(303) 219-0720
(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 Act:
Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange
on which registered |
Common stock, par value $0.0001 per share |
|
SLDP |
|
The Nasdaq Stock Market LLC |
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 |
|
SLDPW |
|
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) or Rule 12b-2 of the Securities Exchange Act
of 1934 (§ 240.12b-2).
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.
| Item 1.01 | Entry into a Material Definitive Agreement. |
Effective
December 1, 2022 (the “Effective Date”), Solid Power Operating, Inc., a wholly owned subsidiary of Solid Power, Inc. (the
“Company”), entered into a Second Amendment (the “Second Amendment”) to that certain Lease Agreement by and between
the Company and Red Pierce, LLC (the “Landlord”), dated November 29, 2016, as amended (the “Original Lease” and,
as amended by the Second Amendment, the “Site 1 Master Lease”). Pursuant to the Original Lease, the Company currently leases
19,195 square feet of rentable space from the Landlord at a facility in Louisville, Colorado. The Company is also currently occupying
an additional 9,645 square feet of rentable space (the “Suite D Premises”) at this facility. Prior to the Effective Date,
the Company subleased the Suite D Premises from a third-party pursuant to a separate sublease agreement (the “Sublease Agreement”).
As further described below, in connection with the Second Amendment, the Suite D Premises have been added to the Site 1 Master Lease;
as a result, the Sublease Agreement was terminated on the Effective Date by mutual agreement of the parties.
The
Second Amendment, among other things, (i) expands the Company’s leased premises under the Site 1 Master Lease to include the Suite
D Premises, resulting in the Company leasing approximately 29,000 square feet of rentable space from the Landlord at the Louisville, Colorado
facility pursuant to the Site 1 Master Lease; (ii) extends the initial term of the Site 1 Master Lease from September 6, 2024 to September
6, 2029; and (iii) provides for monthly rent payments of approximately $33,310, commencing on the Effective Date until September 6, 2023,
subject to yearly increases thereafter as specified in the Second Amendment. Except as otherwise described above, all other material terms
and conditions of the Original Lease remain in full force and effect.
The
Louisville, Colorado facility, including the Suite D Premises, will continue to serve as the Company’s corporate headquarters and
the Company intends to continue using this facility primarily for research and development, manufacturing and quality control purposes.
The
foregoing description of the Second Amendment is qualified in its entirety by the full text of the Second Amendment, a copy of which is
filed as Exhibit 10.1 to this Current Report on Form 8-K, and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
± Certain portions of this exhibit have been omitted in accordance
with Regulation S-K Item 601. The Company agrees to furnish an unredacted copy of the exhibit to the SEC upon request.
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.
Dated: December 2, 2022
|
SOLID POWER, INC. |
|
|
|
|
By: |
/s/ James Liebscher |
|
|
Name: James Liebscher |
|
|
Title: Chief Legal Officer and Secretary |
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