Aqua Metals Terminates Material Definitive Agreement

TL;DR

Aqua Metals just terminated a big deal, could be good or bad.

AI Summary

Aqua Metals, Inc. announced on August 29, 2024, the termination of a material definitive agreement. The company, incorporated in Delaware, is involved in the secondary smelting and refining of nonferrous metals. The filing does not specify the other party to the agreement or the financial implications of the termination.

Why It Matters

The termination of a material definitive agreement can significantly impact a company's strategic direction, financial performance, and future business relationships.

Risk Assessment

Risk Level: medium — Terminating a material definitive agreement introduces uncertainty regarding the company's business strategy and financial outlook.

Key Players & Entities

• Aqua Metals, Inc. (company) — Registrant
• Delaware (jurisdiction) — State of Incorporation
• August 29, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — , shares of its common stock, par value $0.001 per share ("Common Stock"), to or throu
• $30,000,000 — ng an aggregate offering price of up to $30,000,000. Pursuant to the Sales Agreement, sale
• $27,500 — the Sales Agreement up to a maximum of $27,500. The foregoing description of the Sale

Filing Documents

• aqms20240829_8k.htm (8-K) — 30KB
• ex_719897.htm (EX-1.1) — 218KB
• ex_719898.htm (EX-5.1) — 8KB
• 0001437749-24-028151.txt ( ) — 439KB
• aqms-20240829.xsd (EX-101.SCH) — 3KB
• aqms-20240829_def.xml (EX-101.DEF) — 11KB
• aqms-20240829_lab.xml (EX-101.LAB) — 15KB
• aqms-20240829_pre.xml (EX-101.PRE) — 11KB
• aqms20240829_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On August 30, 2024, Aqua Metals, Inc. (the "Company") entered into an ATM Sales Agreement ("Sales Agreement") with The Benchmark Company, LLC ("Agent") under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $0.001 per share ("Common Stock"), to or through the Agent as its sales agent. The Company has filed a prospectus supplement pursuant to the Sales Agreement for the offer and sale of its Common Stock having an aggregate offering price of up to $30,000,000. Pursuant to the Sales Agreement, sales of the Common Stock, if any, will be made under the Company's previously filed and effective Registration Statement on Form S-3 (File No. 333-267780) and an applicable prospectus supplement, by any method that is deemed to be an "at the market offering" as defined in Rule 415(a)(4) under the Securities Act of 1933, as amended ("Act"). Subject to the terms and conditions of the Sales Agreement, the Agent may sell the Common Stock by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) under the Act. The Agent will use commercially reasonable efforts to sell the Common Stock from time to time, based upon instructions from the Company (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company will pay the Agent a commission of 2.5% of the gross sales proceeds of any Common Stock sold through the Agent under the Sales Agreement, and also has provided the Agent with certain indemnification rights. The Company will also reimburse the Agent for certain specified expenses in connection with entering into the Sales Agreement up to a maximum of $27,500. The foregoing description of the Sales Agreement is not complete and is qualified in its entirety by reference to the full text of the Sales Agreement, a copy of which is filed herewith as Exhibit 1.1

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement. The Company is a party to an At The Market Issuance Sales Agreement, dated June 5, 2020 (the "Previous Sales Agreement"), with B. Riley FBR, Inc. ("B. Riley"), pursuant to which the Company could offer and sell from time to time through B. Riley, as its agent, shares of the Company's Common Stock. On August 29, 2024, the Company provided notice to B. Riley to terminate the Previous Sales Agreement, effective September 3, 2024. The Company did not incur any termination penalties as a result of the termination of the Previous Sales Agreement. A description of the terms and conditions of the Previous Sales Agreement is set forth in the Company's Current Report on Form 8-K filed with the Commission on June 5, 2020 and is incorporated herein by reference.

01. Other Events

Item 8.01. Other Events. A copy of the opinion of Greenberg Traurig, LLP with respect to the validity of the shares that may be sold and issued pursuant to the Sales Agreement is attached as Exhibit 5.1 to this Current Report on Form 8-K. This Current Report on Form 8-K is also being filed for the purpose of filing Exhibits 5.1 and 23.1 hereto as exhibits to the Company's effective Registration Statement on Form S-3 (File No. 333-267780), and such exhibits are hereby incorporated by reference into such Registration Statement.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits The following exhibits are filed with this Current Report on Form 8-K: Exhibit Number Exhibit Description 1.1 Sales Agreement between the Company and The Benchmark Company, LLC 5.1 Opinion of Greenberg Traurig, LLP 23.1 Consent of Greenberg Traurig, LLP (included in Exhibit 5.1) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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. AQUA METALS, INC. Dated: August 30, 2024 /s/ Judd Merrill Judd Merrill Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR