AQUA METALS, INC. (NASDAQ:AQMS) Files An 8-K Entry into a Material Definitive Agreement

AQUA METALS, INC. (NASDAQ:AQMS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement

On June 5, 2020, Aqua Metals, Inc. (“Company”) entered into an At The Market Issuance Sales Agreement (“Sales Agreement”) with B. Riley FBR, Inc. (“Agent”) under which the Company may offer and sell, from time to time at its sole discretion, shares of its $0.001 par value common stock (“Common Stock”), to or through the Agent as its sales agent. The Company has filed a prospectus supplement to the Sales Agreement for the offer and sale of its Common Stock having an aggregate offering price of up to $10,000,000.

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. 333-235238) 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 three percent (3%) 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 $50,000.

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 to this Current Report on Form 8-K and is incorporated herein by reference.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any offer, solicitation, or sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

Item 9.01 Financial Statements and Exhibits

The following exhibits are filed with this report:

1.1 At The Market Issuance Sales Agreement between B. Riley FBR, Inc. and Aqua Metals, Inc. Filed Electronically herewith
5.1 Opinion of Greenberg Traurig, LLP Filed Electronically herewith
23.1 Consent of Greenberg Traurig, LLP (included in Exhibit 5.1) Filed Electronically herewith


Aqua Metals, Inc. Exhibit
EX-1.1 2 ex1-1.htm   Exhibit 1.1   AQUA METALS,…
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About AQUA METALS, INC. (NASDAQ:AQMS)

Aqua Metals, Inc. is engaged in the business of recycling lead through a process that the Company developed and named AquaRefining. AquaRefining process will provide for the recycling of lead acid batteries (LABs) and the production of lead. AquaRefining is a water-based ambient temperature process. The modular nature of AquaRefining makes it possible to start LAB recycling at a smaller scale than is possible with smelters. Its AquaRefining process begins with the crushing of used LABs and the separation of the metallic lead, active material (lead compounds), sulfuric acid and plastic for recycling. The active material is dissolved in its solvent. The primary lead is then stripped from the solvent using its automated process allowing the solvent to be reused continuously and indefinitely. Its AquaRefining process generates over three outputs, such as lead; cleaned plastic chips, recovered from battery casings, and sulfuric acid. The Company has not generated revenues.

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