Arq, Inc. Files 8-K for Material Agreement and Equity Sales

TL;DR

Arq, Inc. just dropped an 8-K detailing a new material agreement and unregistered equity sales.

AI Summary

On May 15, 2024, Arq, Inc. entered into a material definitive agreement related to unregistered sales of equity securities. The company also issued a Regulation FD disclosure and filed financial statements and exhibits. Arq, Inc. was formerly known as Advanced Emissions Solutions, Inc. until March 11, 2011.

Why It Matters

This filing indicates significant corporate activity, including a new material agreement and the sale of equity, which could impact the company's financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves unregistered sales of equity securities, which can sometimes indicate financial distress or a need for capital, and a material definitive agreement, the terms of which are not fully disclosed in this summary.

Key Players & Entities

• Arq, Inc. (company) — Registrant
• Advanced Emissions Solutions, Inc. (company) — Former company name
• May 15, 2024 (date) — Date of earliest event reported
• March 11, 2011 (date) — Date of name change
• 720-598-3500 (phone_number) — Registrant's telephone number

FAQ

Key Financial Figures

• $0.001 — ich registered Common stock, par value $0.001 per share ARQ Nasdaq Global Market In
• $7.00 — "Common Stock"), at a purchase price of $7.00 per Share. The aggregate gross proceeds
• $15 m — cement are expected to be approximately $15 million, before deducting offering expens

Filing Documents

• ades-20240515.htm (8-K) — 42KB
• exhibit101securitiespurcha.htm (EX-10.1) — 252KB
• exhibit102registrationrigh.htm (EX-10.2) — 115KB
• ex991pressreleasepipe51524.htm (EX-99.1) — 13KB
• arqheader.jpg (GRAPHIC) — 8KB
• 0001515156-24-000097.txt ( ) — 640KB
• ades-20240515.xsd (EX-101.SCH) — 2KB
• ades-20240515_lab.xml (EX-101.LAB) — 22KB
• ades-20240515_pre.xml (EX-101.PRE) — 13KB
• ades-20240515_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On May 15, 2024, Arq, Inc. (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with certain accredited investors named therein (the "Purchasers") for the private placement (the "Private Placement") of an aggregate of 2,142,858 shares (the "Shares") of the Company's common stock, par value $0.001 per share (the "Common Stock"), at a purchase price of $7.00 per Share. The aggregate gross proceeds for the Private Placement are expected to be approximately $15 million, before deducting offering expenses, and the Private Placement is expected to close on May 16, 2024, subject to customary closing conditions. The Private Placement and entry into the Purchase Agreement followed an unsolicited offer for the purchase of securities from the Purchasers subsequent to the Company's release of its earnings for the quarter ended March 31, 2024. The Company intends to use the net proceeds from the proposed financin g for working capital, capital expenditures and general corporate purposes . The Purchase Agreement contains customary representations, warranties, and agreements by the Company, indemnification obligations of the Company and the Purchasers, including for liabilities under the Securities Act of 1933, as amended (the "Securities Act"), and other obligations of the parties. The representations, warranties and covenants contained in the Purchase Agreement were made only for purposes of such Purchase Agreement and are made as of specific dates; are solely for the benefit of the parties (except as specifically set forth therein); may be subject to qualifications and limitations agreed upon by the parties in connection with negotiating the terms of the Purchase Agreement, instead of establishing matters as facts; and may be subject to standards of materiality and knowledge applicable to the contracting parties that differ from those applicable to the investors generally. Investors sho

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities See the description set out under "Item 1.01 - Entry into a Material Definitive Agreement," which is incorporated by reference into this Item 3.02.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On May 16, 2024, the Company issued a press release announcing the Private Placement, a copy of which is attached hereto as Exhibit 99.1 and is incorporated into this Item 7.01 by reference. 1 The information set forth under this Item 7.01 is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as may be expressly set forth by specific reference in such filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1* Securities Purchase Agreement dated as of May 15, 2024, by and among the Company and the Purchasers named therein. 10.2* Registration Rights Agreement dated as of May 15, 2024, by and among the Company and the Purchasers named therein. 99.1 Press Release dated May 16, 2024 (Furnished herewith). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC. Additionally, certain portions of this exhibit have been omitted in accordance with Item 601(b)(10) of Regulation S-K because the omitted information is not material and is the type that the Company treats as private or confidential. 2

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. Date: May 16, 2024 Arq, Inc. Registrant /s/ Robert Rasmus Robert Rasmus Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR