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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): January 19, 2024

 

Advent Technologies Holdings, Inc.

 

(Exact name of registrant as specified in its charter)

 

Delaware   001-38742   83-0982969

(State or other jurisdiction

of incorporation)

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

 

500 Rutherford Avenue, Suite 102

Boston, MA 02129

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (617) 655-6000

 

 

 

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   Name of each exchange on
which registered
Common stock, par value $0.0001 per share   ADN   The Nasdaq Stock Market LLC
Warrants to purchase one share of common stock, each at an exercise price of $11.50   ADNWW   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 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 8.01 Other Events.

 

On January 19, 2024, Advent Technologies, Inc. (“Advent”), a wholly owned subsidiary of Advent Technologies Holdings, Inc., a Delaware corporation (the “Company”), entered into an agreement (the “Agreement”) for a joint benchmarking project (the “Project”) with Airbus SAS (“Airbus”), a global leader in aeronautics, space, and related services, regarding an optimized Ion Pair™ Membrane Electrode Assembly (“MEA”) for hydrogen fuel cells. The goal of the Project is to accelerate the development of Advent’s MEA and benchmark the Ion Pair MEA against aviation requirements and current/expected technological limits. Airbus has agreed to provide a portion of the financial contribution to the Project and share its extensive knowledge of the aviation industry, and Advent has agreed to invest in people, materials, hardware, and third-party research centers, to contribute to the goals of the Project. The combined value of Advent and Airbus’ investment pursuant to the Agreement is $13 million. The Project will take place over the next two years and will commence concurrently upon the execution of the Agreement.

 

Cautionary Note Regarding Forward-Looking Statements

 

This Current Report on Form 8-K includes forward-looking statements. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “expect,” “plan,” “could,” “may,” “will,” “could,” “believe,” “estimate,” “forecast,” “goal,” “project,” and other words of similar meaning. These forward-looking statements address various matters including the Company’s plans and expectations with respect to the Honey Badger contract. Each forward-looking statement contained in this Current Report on Form 8-K is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others, the risks identified under the heading “Risk Factors” in our Annual Report on Form 10-K, and filed with the Securities and Exchange Commission, as well as the other information we file with the SEC, including filings on Current Reports on Form 8-K. We caution investors not to place considerable reliance on the forward-looking statements contained in this Current Report on Form 8-K. You are encouraged to read our filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. The forward-looking statements in this Current Report on Form 8-K speak only as of the date of this document, and we undertake no obligation to update or revise any of these statements. Our business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.

 

1

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated: January 25, 2024

 

  Advent Technologies Holdings, Inc.
     
  By:

/s/ James F. Coffey

  Name:  James F. Coffey
  Title: General Counsel

 

2

 

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Jan. 19, 2024
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Entity File Number 001-38742
Entity Registrant Name Advent Technologies Holdings, Inc.
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Entity Tax Identification Number 83-0982969
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 500 Rutherford Avenue
Entity Address, Address Line Two Suite 102
Entity Address, City or Town Boston
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Entity Address, Postal Zip Code 02129
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Title of 12(b) Security Warrants to purchase one share of common stock, each at an exercise price of $11.50
Trading Symbol ADNWW
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