Athena Technology Acquisition Corp. II Files 2023 10-K

TL;DR

Athena Tech II filed its 2023 10-K. Blank check company based in NY.

AI Summary

Athena Technology Acquisition Corp. II filed its 10-K for the fiscal year ended December 31, 2023. The company, incorporated in Delaware with its principal executive offices at 442 5th Avenue, New York, NY, is a blank check company. Its IRS Employer Identification Number is 87-2447308, and its SEC file number is 001-41144.

Why It Matters

This filing provides a comprehensive overview of Athena Technology Acquisition Corp. II's financial performance and operational status for the fiscal year 2023, crucial for investors assessing the company's direction.

Risk Assessment

Risk Level: low — This is a standard annual report filing for a SPAC, providing routine financial and operational disclosures.

Key Numbers

• 001-41144 — SEC File Number (Identifies the company's filings with the SEC.)
• 87-2447308 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• Athena Technology Acquisition Corp. II (company) — Registrant
• Delaware (jurisdiction) — State of Incorporation
• 442 5th Avenue, New York, NY 10018 (address) — Principal Executive Offices
• 87-2447308 (identifier) — IRS Employer Identification No.
• 001-41144 (identifier) — Commission File Number
• December 31, 2023 (date) — Fiscal Year End

FAQ

Key Financial Figures

• $0.0001 — hare of Class A common stock, par value $0.0001 per share, and one-half of one Redeemab
• $11.50 — r one share of Class A Common Stock for $11.50 per share ATEK WS NYSE American Secur
• $10.00 — hare. The units were sold at a price of $10.00 per unit, generating gross proceeds of
• $250,000,000 — per unit, generating gross proceeds of $250,000,000. Simultaneously with the consummation
• $9,500,000 — ment unit, generating gross proceeds of $9,500,000. Subsequent to the closing of the init
• $3,750,000 — generating additional gross proceeds of $3,750,000. Simultaneously with the exercise of th
• $37,500 — ment unit, generating gross proceeds of $37,500. Prior to the consummation of the init
• $25,000 — g, on August 31, 2021, the Sponsor paid $25,000 to cover certain of our offering costs
• $256,287,500 — d 1,181,250 founder shares. A total of $256,287,500 was placed in a U.S.-based trust accoun
• $24,387,525 — ns. As of December 31, 2023, there was $24,387,525 in securities held in the Trust Account
• $1,767,331 — us to complete business combination of $1,767,331. $1,824,893 of cash is held outside the
• $1,824,893 — ete business combination of $1,767,331. $1,824,893 of cash is held outside the Trust Accou
• $11.30 — the Trust Account is anticipated to be $11.30 per public share as of December 31, 202

Filing Documents

• ea0205538-10k_athena2.htm (10-K) — 1244KB
• ea020553801ex10-17_athena2.htm (EX-10.17) — 20KB
• ea020553801ex31-1_athena2.htm (EX-31.1) — 9KB
• ea020553801ex31-2_athena2.htm (EX-31.2) — 9KB
• ea020553801ex32-1_athena2.htm (EX-32.1) — 4KB
• ea020553801ex32-2_athena2.htm (EX-32.2) — 4KB
• ea020553801ex97-1_athena2.htm (EX-97.1) — 34KB
• 0001213900-24-082353.txt ( ) — 6031KB
• atek-20231231.xsd (EX-101.SCH) — 58KB
• atek-20231231_cal.xml (EX-101.CAL) — 31KB
• atek-20231231_def.xml (EX-101.DEF) — 311KB
• atek-20231231_lab.xml (EX-101.LAB) — 429KB
• atek-20231231_pre.xml (EX-101.PRE) — 301KB
• ea0205538-10k_athena2_htm.xml (XML) — 499KB

Business

Business 1 Item 1A. Risk Factors 10 Item 1B. Unresolved Staff Comments 50 Item 1C. Cybersecurity 50 Item 2.

Properties

Properties 50 Item 3. Legal Proceedings 50 Item 4. Mine Safety Disclosures 50 PART II 51 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 51 Item 6. [Reserved] 51 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 52 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 61 Item 8. Financial 61 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 61 Item 9A. Controls and Procedures 61 Item 9B. Other Information 62 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 62 PART III 63 Item 10. Directors, Executive Officers and Corporate Governance 63 Item 11. Executive Compensation 70 Item 12. Security 71 Item 13. Certain Relationships and Related Transactions, and Director Independence 72 Item 14. Principal Accounting Fees and Services 74 PART IV 75 Item 15. Exhibits, Financial Statement Schedules 75 Item 16. Form 10-K Summary 77 i CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this annual report on Form 10-K (this "Form 10-K") may constitute "forward-looking statements" for purposes of the federal securities laws. Our forward-looking statements include, but are not limited to, statements regarding our or our management team's expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "possible," "potential," "predict," "project," "s

Business

Item 1. Business. Introduction We are a blank check company formed as a Delaware corporation for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the "business combination"). While we may pursue an acquisition in any business industry or sector, we intend to focus our efforts identifying businesses in the fintech, enterprise, deep tech and health-tech industries. We intend to focus on companies that have powerful and differentiated relationships with their customers, and that have market-leading insight into how their consumers live, what they need, and how to communicate with them effectively. These companies may serve both domestic and international audiences. We are focused on identifying companies that would benefit from becoming publicly-traded entities. We believe that our business strategy creates a compelling alternative for a growing company in a traditionally underfunded area to become a public entity and thus gain liquidity, diversify funding sources, and benefit from public market participation. We have developed the following high-level, non-exclusive investment criteria that we will use to screen for and evaluate target businesses. We will seek to acquire a business that have strong business fundamentals and that: Would Benefit Uniquely from our Capabilities - a business where the collective capabilities of our management and Advisors can be leveraged to tangibly improve the operations and market position of the target. Is Sourced Through our Proprietary Channels - we do not expect to participate in broadly marketed processes, but rather will aim to leverage our extensive network to source potential targets. Has a Committed and Capable Management Team - a business with a professional management team whose interests are aligned with those of our investors and complement the expertise of our founders. Where necessary, we ma

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View this 10-K filing on SEC EDGAR