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 (Date of earliest event reported): August 19, 2021 (August 13, 2021)

 

Chardan NexTech Acquisition 2 Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware		001-40730		85-1873463
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

17 State Street, 21st Floor New York, NY		10004
(Address of Principal Executive Offices)		(Zip Code)

 

Registrant’s telephone number, including area code: (646) 465-9000

 

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:

 

¨

Written communications pursuant to Rule 425 under the Securities Act

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Units, consisting of one share of Common Stock, par value $0.0001 per share, and three-quarters of one Redeemable Warrant		CNTQU		The Nasdaq Stock Market LLC
Common Stock, par value $0.0001 per share, included as part of the Units		CNTQ		The Nasdaq Stock Market LLC
Redeemable Warrants included as part of the Units, each exercisable for one share of Common Stock for $11.50 per share		CNTQW		The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company x

 

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. ¨

 

 

 

Item 3.02 Unregistered Sales of Equity Securities

 

The information included in Item 8.01 is incorporated into this Item by reference.

 

Item 8.01. Other Events.

 

As previously disclosed on a Current Report on Form 8-K, on August 13, 2021, Chardan NexTech Acquisition 2 Corp., a Delaware corporation (the “Company”) consummated its initial public offering (the “IPO”) of 11,000,000 units (the “Units”). The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $110,000,000.

 

Simultaneously with the consummation of the IPO, the Company completed the private sale (the “Private Placement”) of an aggregate of 4,361,456 warrants (the “Private Warrants”) to Chardan NexTech 2 Warrant Holdings LLC, a Delaware limited liability company (“Warrant Holdings”), at a purchase price of $0.93 per Private Warrant, generating gross proceeds to the Company of $4,052,000.

 

An audited balance sheet as of August 13, 2021, reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement, have been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.

 

On August 18, 2021, the Company issued a press release announcing that the underwriters of the IPO had exercised their over-allotment option in full on August 16, 2021, a copy of which is attached as Exhibit 99.2 to this Current Report on Form 8-K. The closing of the issuance and sale of the additional Units (the “Over-Allotment Option Units”) occurred on August 18, 2021. A total aggregate issuance by the Company of 1,650,000 Over-Allotment Option Units at a price of $10.00 per Over-allotment Option Unit resulted in total gross proceeds of $16,500,000 to the Company.

 

Simultaneously with the sale of the Over-Allotment Option Units, the Company consummated the private sale of an additional 266,402 Private Warrants (the “Additional Private Warrants”) at a price of $0.93 per Additional Private Warrant to Warrant Holdings generating gross proceeds of $247,500. The Additional Private Warrants were issued pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as the transactions did not involve a public offering.

 

 

On of August 18, 2021, a total of $16,747,500, comprised of the proceeds of the sale of the Private Warrants and the Additional Private Warrants, was added to the Company’s U.S.-based trust account (the “Trust Account”) maintained by Continental Stock Transfer & Trust Company, acting as trustee.

 

As of August 18, 2021, the balance of the Trust Account was $128,397,500. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its taxes, if any, and up to $100,000 of interest that may be needed to pay dissolution expenses, the funds held in the Trust Account will not be released from the Trust Account until the earliest of (i) the completion of the Company’s initial business combination within 12 months (or up to 18 months, as applicable) from the closing of the IPO and (ii) a redemption to public stockholders prior to any voluntary winding-up in the event the Company does not consummate its initial business combination within the applicable period.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit No.		Description
99.1		Audited Balance Sheet as of August 13, 2021
99.2		Press Release dated August 18, 2021

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	CHARDAN NEXTECH ACQUISITION 2 CORP.
	By:	/s/ Jonas Grossman
		Name: Jonas Grossman
		Title: Chief Executive Officer

 

Dated: August 19, 2021