Current Report Filing (8-k)
June 22 2023 - 4:33PM
Edgar (US Regulatory)
NASDAQ false 0001826600 0001826600 2023-06-21 2023-06-21
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): June 21, 2023
Montauk Renewables, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-39919 |
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85-3189583 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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5313 Campbells Run Road, Suite 200 Pittsburgh, Pennsylvania |
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15205 |
(Address of principal executive offices) |
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(Zip Code) |
(412) 747-8700
(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:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
Common Stock, $0.01 par value per share |
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MNTK |
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The Nasdaq Capital Market |
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 1.01. |
Entry into a Material Definitive Agreement. |
On June 21, 2023, Montauk Renewables, Inc. (“Montauk”) entered into the Third Amended and Restated Loan Agreement and Secured Promissory Note (the “MNK Amendment”), by and between Montauk and Montauk Holdings Proprietary Limited (“MNK”), previously Montauk Holdings Limited, amending and restating in its entirety the Second Loan Agreement and Secured Promissory Note, as amended (the “MNK Loan Agreement”). The MNK Amendment increases the principal amount of the loan from its current balance of $8,940,000 to a total of $10,040,000, in the aggregate, extends the maturity date of the loan from June 30, 2023 to December 31, 2023, and increases the security interest of Montauk from 800,000 to 976,623 shares of common stock of Montauk owned by MNK. The terms of the MNK Amendment are otherwise substantially similar to the MNK Loan Agreement.
As previously disclosed, Montauk entered into the MNK Loan Agreement in accordance with its obligations set forth in the Transaction Implementation Agreement entered into by and among Montauk, MNK and the other party thereto, in connection with Montauk’s initial public offering.
The foregoing summary of the MNK Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is included as Exhibit 10.1, to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth under Item 1.01 above is incorporated into this Item 2.03 by reference.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
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.
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MONTAUK RENEWABLES, INC. |
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Date: June 22, 2023 |
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By: |
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/s/ Kevin A. Van Asdalan |
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Name: |
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Kevin A. Van Asdalan |
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Title: |
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Chief Financial Officer |
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