ATEK · Athena Technology Acquisition Corp. II

On April 23, 2026, Athena Technology Acquisition Corp. II (ATEK) filed an 8-K disclosing a $32 million PIPE investment and an amendment to its business combination agreement with Ace Green Recycling. The PIPE, entered into on April 21, 2026, involves the sale of 3,333,333 shares of New Ace Green's 12.0% Series A Cumulative Convertible Preferred Stock (convertible at $12.00 per share) and warrants to purchase 5,000,000 common shares (exercise price $12.00) to institutional investors. Additionally, investors receive 1,000,000 commitment shares of common stock. The BCA amendment, dated April 18, 2026, increases authorized preferred stock from 1 million to 5 million shares to accommodate the PIPE. The closing is conditioned on the business combination's consummation and listing approval on NYSE American, Nasdaq, or NYSE. Proceeds will fund Ace's Texas facility and general corporate purposes. The securities are issued under Section 4(a)(2) exemption. A registration rights agreement was also entered into, obligating Athena to file resale registration statements. This financing is a critical step toward completing the business combination, providing capital for Ace's expansion and technology commercialization.