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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: October 16, 2023
Archer Aviation Inc.
(Exact Name of Registrant as Specified in its Charter)
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| Delaware |
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001-39668 |
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85-2730902 |
(State or other jurisdiction
of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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| 190 W. Tasman Drive |
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San Jose, CA |
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95134 |
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(Zip Code) |
Registrant’s telephone number, including area code: 650-272-3233
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class |
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Trading
Symbol(s)
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Name of each exchange
on which registered
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| Class A Common Stock, par value $0.0001 per share |
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ACHR |
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New York Stock Exchange |
| Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share |
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ACHR WS |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
Item 3.02 Unregistered Sales of Equity Securities
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o As previously disclosed by Archer Aviation Inc. (the “Company”) on its Current Report on Form 8-K filed with the Securities and Exchange Commission on August 10, 2023, the Company submitted an election notice to draw down the $70.0 million associated with Milestone 2 (as defined in the Forward Purchase Agreement) of the Forward Purchase Agreement (“Forward Purchase Agreement”), dated January 3, 2023, by and between the Company and Stellantis N.V. (“Stellantis”). On October 16, 2023, pursuant to the election notice, the Company issued 12,313,234 shares of Class A common stock, par value $0.0001 per share (“Common Stock”) to Stellantis, at a price per share of Common Stock of $5.68, for gross proceeds of approximately $70.0 million.
The issuance of Common Stock by the Company to Stellantis was made pursuant to the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended.
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.
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ARCHER AVIATION INC. |
| Date: October 20, 2023 |
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By: |
/s/ Andy Missan |
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Name: |
Andy Missan |
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Title: |
Chief Legal Officer |
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