Innventure, Inc. Files 8-K: Material Agreement, Equity Sales
Ticker: INVLW · Form: 8-K · Filed: Oct 23, 2024 · CIK: 2001557
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-filing
TL;DR
Innventure (formerly Learn SPAC) signed a big deal & sold stock, filing an 8-K on Oct 22.
AI Summary
Innventure, Inc. (formerly Learn SPAC HoldCo, Inc.) entered into a material definitive agreement on October 22, 2024. The company, incorporated in Delaware, is headquartered in Los Angeles, California. This filing also covers unregistered sales of equity securities and includes financial statements and exhibits.
Why It Matters
This 8-K filing indicates significant corporate activity, including a new material agreement and equity transactions, which could impact the company's financial standing and future operations.
Risk Assessment
Risk Level: medium — The filing involves a material definitive agreement and unregistered equity sales, suggesting potential shifts in the company's structure or financial obligations.
Key Players & Entities
- Innventure, Inc. (company) — Registrant
- Learn SPAC HoldCo, Inc. (company) — Former Company Name
- October 22, 2024 (date) — Date of earliest event reported
- 11755 Wilshire Boulevard, Suite 2320, Los Angeles, CA 90025 (address) — Business and Mail Address
- 4243242990 (phone_number) — Business Phone
FAQ
What is the nature of the material definitive agreement entered into by Innventure, Inc. on October 22, 2024?
The filing does not specify the details of the material definitive agreement, only that one was entered into on October 22, 2024.
What was Innventure, Inc.'s former name?
Innventure, Inc.'s former name was Learn SPAC HoldCo, Inc., with a name change date of November 17, 2023.
Where is Innventure, Inc. headquartered?
Innventure, Inc.'s principal executive offices are located at 6900 Tavistock Lakes Blvd, Suite 400, Orlando, Florida 32827.
What is the SIC code for Innventure, Inc.?
The Standard Industrial Classification (SIC) code for Innventure, Inc. is 6770 (BLANK CHECKS).
What other items are covered in this 8-K filing besides the material definitive agreement?
This 8-K filing also covers Unregistered Sales of Equity Securities, Regulation FD Disclosure, and Financial Statements and Exhibits.
Filing Stats: 1,548 words · 6 min read · ~5 pages · Grade level 11.9 · Accepted 2024-10-23 17:20:02
Key Financial Figures
- $0.0001 — ich registered Common Stock, par value $0.0001 per share INV The Nasdaq Stock Mark
- $50 million — an aggregate principal amount of up to $50 million (the "WTI Facility"), of which (i) up t
- $20 million — the "WTI Facility"), of which (i) up to $20 million will be made available after the WTI Cl
- $15 million — 2024 (the "First Tranche"); (ii) up to $15 million will be made available after November 1
- $7.5 million — e "Third Tranche") (provided that up to $7.5 million of the Third Tranche will be made avail
- $35 million — to be made under the First Tranche) of $35 million and (y) with respect to each of the Sec
- $0.01 — o one share of Common Stock at price of $0.01 per share (subject to certain limitatio
- $5 million — also have the option to purchase up to $5 million (in the aggregate) or such amount as is
Filing Documents
- ef20037576_8k.htm (8-K) — 41KB
- ef20037576_ex4-1.htm (EX-4.1) — 127KB
- ef20037576_ex4-2.htm (EX-4.2) — 105KB
- ef20037576_ex10-1.htm (EX-10.1) — 259KB
- ef20037576_ex10-2.htm (EX-10.2) — 98KB
- ef20037576_ex99-1.htm (EX-99.1) — 13KB
- image0.jpg (GRAPHIC) — 78KB
- 0001140361-24-044030.txt ( ) — 1035KB
- inv-20241022.xsd (EX-101.SCH) — 4KB
- inv-20241022_lab.xml (EX-101.LAB) — 22KB
- inv-20241022_pre.xml (EX-101.PRE) — 16KB
- ef20037576_8k_htm.xml (XML) — 4KB
01
Item 7.01 Regulation FD Disclosure On October 23, 2024, the Company issued a press release announcing that it and Innventure LLC entered into the WTI Facility with the WTI Lenders. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 701, and Exhibit 99.1 attached hereto, are furnished pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description of Exhibit 4.1+ Warrant to Acquire Securities of Innventure, Inc., dated October 22, 2024, issued to WTI Fund X, LLC. 4.2+ Warrant to Acquire Securities of Innventure, Inc., dated October 22, 2024, issued to WTI Fund XI, LLC. 10.1+ Loan and Security Agreement, dated October 22, 2024, by and among Innventure LLC, WTI Fund X, Inc. and WTI Fund XI, Inc. 10.2+ Supplement to the Loan and Security Agreement, dated October 22, 2024, by and among Innventure LLC, WTI Fund X, Inc. and WTI Fund XI, Inc. 99.1 Press Release, dated October 23, 2024. 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. Innventure, Inc. agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request. SIGNATURE 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. INNVENTURE, INC. October 23, 2024 By: /s/ Suzanne Niemeyer Name: Suzanne Niemeyer Title: General Counsel