Athena Tech II Faces Delisting Notice

Ticker: ATEKW · Form: 8-K · Filed: Dec 12, 2024 · CIK: 1882198

Sentiment: bearish

Topics: delisting, listing-standards, spac

Related Tickers: ATEK

TL;DR

ATEK II got a delisting notice, might be heading off the exchange.

AI Summary

Athena Technology Acquisition Corp. II filed an 8-K on December 12, 2024, reporting a notice of delisting or failure to satisfy a continued listing rule or standard, effective December 6, 2024. The filing also includes other events and financial statements/exhibits.

Why It Matters

This filing indicates potential issues with Athena Technology Acquisition Corp. II's continued listing on an exchange, which could impact its stock and warrant holders.

Risk Assessment

Risk Level: high — A notice of delisting directly threatens the company's public trading status and investor confidence.

Key Players & Entities

FAQ

What specific listing rule or standard did Athena Technology Acquisition Corp. II fail to satisfy?

The filing indicates a 'Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard' but does not specify the exact rule or standard in the provided text.

When was the delisting or failure to satisfy the listing rule effective?

The delisting or failure to satisfy the listing rule was effective as of December 6, 2024.

What is the exact name of the registrant as specified in its charter?

The exact name of the registrant is Athena Technology Acquisition Corp. II.

What is the state of incorporation for Athena Technology Acquisition Corp. II?

Athena Technology Acquisition Corp. II is incorporated in Delaware.

What are the main items reported in this 8-K filing?

This 8-K filing reports a Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard, Other Events, and Financial Statements and Exhibits.

Filing Stats: 2,466 words · 10 min read · ~8 pages · Grade level 18.6 · Accepted 2024-12-12 16:26:47

Key Financial Figures

Filing Documents

01

Item 8.01 Other Events. Amended and Restated Subscription Agreement As previously disclosed, the Company issued two promissory notes to Athena Technology Sponsor II, LLC (" Sponsor ") for an aggregate amount of $300,000 (the " Notes ") to pay certain working capital and proxy extension expenses. In connection with the funding of the Notes, on July 5, 2023, Sponsor entered into a subscription agreement with Polar Multi-Strategy Master Fund (" Polar ") pursuant to which Sponsor agreed to transfer 300,000 shares of Class A Common Stock to Polar immediately prior to the closing of an initial business combination of the Company. The Company was not a party to this agreement. On December 6, 2024, the Company and Sponsor entered into an Amended and Restated Subscription Agreement with Polar (the " Subscription Agreement "). Pursuant to the Subscription Agreement, Polar contributed an additional $200,000 to Sponsor (for an aggregate of $500,000, such funded amounts, the " Polar Capital Investment "), which in turn was loaned by Sponsor to the Company to fund any additional extensions of the date by which the Company must consummate an initial business combination and to cover working capital expenses. The Subscription Agreement provides that in connection with the Polar Capital Investment, the Company will repay the entire balance of the Polar Capital Investment to Polar within five business days of the closing of an initial business combination of the Company and that Sponsor will transfer and/or the Company will issue on Sponsor's behalf an additional 200,000 shares of Class A Common Stock to Polar immediately prior to the closing of an initial business combination of the Company (for an aggregate of 500,000 shares to be transferred and/or issued to Polar). The foregoing summary of the Subscription Agreement is qualified in its entirety by reference to the full text of the Subscription Agreement, which is filed as Exhibit 10.1 hereto. 1 Forward-Looking

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