Business Wire
Spruce Power to Release Fourth Quarter and Full-Year 2025 Results and Host Conference Call on March 30
➖
AI Sentiment
Neutral
5/10
- Home
- SPRU
as of 03-27-2026 4:00pm EST
$3.98
$0.04
-1.00%
Spruce Power Holding Corp is an owner and operator of distributed solar energy assets across the United States (the U.S.), offering subscription-based services to home solar assets and customer contracts, making renewable energy more accessible to everyone. The Company's customers are homeowners and the Company's core solar service offerings generate revenues through, the sale of electricity generated by its home solar energy systems to homeowners, third-party contracts to sell solar renewable energy credits (SRECs) generated by the solar energy systems for fixed prices and the servicing of those agreements for other institutional owners of home solar energy systems.
| Founded: | 2008 | Country: | United States |
| Employees: | 4 | City: | DENVER |
| Market Cap: | 93.0M | IPO Year: | 2019 |
| Target Price: | N/A | AVG Volume (30 days): | 41.2K |
| Analyst Decision: | N/A | Number of Analysts: | N/A |
| Dividend Yield: | N/A | Dividend Payout Frequency: | N/A |
| EPS: | -1.06 | EPS Growth: | -6.70 |
| 52 Week Low/High: | $1.13 - $6.75 | Next Earning Date: | 05-13-2026 |
| Revenue: | $23,194,000 | Revenue Growth: | 48.68% |
| Revenue Growth (this year): | 2.12% | Revenue Growth (next year): | N/A |
| P/E Ratio: | -3.79 | Index: | N/A |
| Free Cash Flow: | -42165000.0 | FCF Growth: | N/A |
AI-Powered SPRU Daily Prediction
Machine learning model trained on 25+ technical indicators
Updated 3 days ago
AI Recommendation
hold
Model Accuracy: 76.76%
76.76%
Confidence
Disclaimer: This prediction is generated by an AI model and should not be considered as financial advice. Always conduct your own research and consult with financial professionals before making investment decisions.
Stock Insider Trading Activity of Spruce Power Holding Corporation (SPRU)
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Mar 20, 2026
Avg Cost/Share
$4.32
Shares
46,682
Total Value
$201,605.55
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Mar 19, 2026
Avg Cost/Share
$3.74
Shares
13,739
Total Value
$51,368.75
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Mar 13, 2026
Avg Cost/Share
$4.30
Shares
2,947
Total Value
$12,662.37
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Mar 12, 2026
Avg Cost/Share
$4.20
Shares
15,160
Total Value
$63,672.00
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Mar 11, 2026
Avg Cost/Share
$4.15
Shares
6,211
Total Value
$25,773.79
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Mar 10, 2026
Avg Cost/Share
$4.13
Shares
11,823
Total Value
$48,792.34
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Mar 9, 2026
Avg Cost/Share
$3.60
Shares
6,039
Total Value
$21,740.40
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Jan 15, 2026
Avg Cost/Share
$5.10
Shares
137
Total Value
$698.70
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Jan 14, 2026
Avg Cost/Share
$5.10
Shares
3,426
Total Value
$17,472.60
Owned After
3,320,127
SEC Form 4
STEEL PARTNERS HOLDINGS L.P.
Buy
10% Owner
SPRU Jan 13, 2026
Avg Cost/Share
$5.10
Shares
6,493
Total Value
$33,114.30
Owned After
3,320,127
SEC Form 4
| Insider | Ticker | Relationship | Date | Transaction | Avg Cost | Shares | Total Value | Owned After | SEC Forms |
|---|---|---|---|---|---|---|---|---|---|
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Mar 20, 2026 | Buy | $4.32 | 46,682 | $201,605.55 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Mar 19, 2026 | Buy | $3.74 | 13,739 | $51,368.75 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Mar 13, 2026 | Buy | $4.30 | 2,947 | $12,662.37 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Mar 12, 2026 | Buy | $4.20 | 15,160 | $63,672.00 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Mar 11, 2026 | Buy | $4.15 | 6,211 | $25,773.79 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Mar 10, 2026 | Buy | $4.13 | 11,823 | $48,792.34 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Mar 9, 2026 | Buy | $3.60 | 6,039 | $21,740.40 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Jan 15, 2026 | Buy | $5.10 | 137 | $698.70 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Jan 14, 2026 | Buy | $5.10 | 3,426 | $17,472.60 | 3,320,127 | |
| STEEL PARTNERS HOLDINGS L.P. | SPRU | 10% Owner | Jan 13, 2026 | Buy | $5.10 | 6,493 | $33,114.30 | 3,320,127 |
Earnings Transcripts
SEC 8-K filings with transcript text
2025 Q3 Q3 2025 Earnings
8-K SELL Nov 12, 2025 · 100% conf.
2025
Q3
Q3 2025 Earnings
8-K SELLNov 12, 2025 · 100% conf.
AI Prediction SELL
1D
-6.99%
$4.39
Act: +9.11%
5D
-10.60%
$4.22
Act: -7.63%
20D
-8.09%
$4.34
Act: +9.96%
Price: $4.72 Prob +5D: 0% AUC: 1.000
0001628280-25-051375
spru-202511120001772720false00017727202025-11-122025-11-12
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): November 12, 2025 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 (12 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ 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:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On November 12, 2025, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the third quarter ended September 30, 2025. A copy of the Press Release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information disclosed in or incorporated by reference into this Item 2.02, including Exhibit 99.1, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued November 10, 2025
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
SPRUCE POWER HOLDING CORPORATION
Date: November 12, 2025 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2025 Q2 Q2 2025 Earnings
8-K Aug 11, 2025
2025
Q2
Q2 2025 Earnings
8-KAug 11, 2025
0001628280-25-039617
spru-202508110001772720false00017727202025-08-112025-08-11
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 11, 2025 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 (12 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ 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:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On August 11, 2025, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the second quarter ended June 30, 2025. A copy of the Press Release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information disclosed in or incorporated by reference into this Item 2.02, including Exhibit 99.1, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued August 11, 2025
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
SPRUCE POWER HOLDING CORPORATION
Date: August 11, 2025 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2025 Q1 Q1 2025 Earnings
8-K/A May 15, 2025
2025
Q1
Q1 2025 Earnings
8-K/AMay 15, 2025
0001628280-25-025996
spru-202505140001772720false00017727202025-05-142025-05-14
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 15, 2025 (May 14, 2025) Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 (12 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ 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:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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. ☐
EXPLANATORY NOTE
On May 14, 2025, Spruce Power Holding Corporation (the “Company”) furnished a Current Report on Form 8-K (the “Original Form 8-K”) to announce the Company’s results for the first quarter ended March 31, 2025 within a press release (the “Earnings Release”) furnished as Exhibit 99.1 to the Original Form 8-K.
Amendment No. 1 to Current Report on Form 8-K/A (“Amendment No. 1”) amends the Original Form 8-K solely to correct certain financial information included in the Earnings Release as further described below.
The changes reflected in the revised earnings release furnished as Exhibit 99.1 to this Amendment No. 1 (the “Amended Earnings Release”) are edits to the second sentence of the second paragraph under the Consolidated Financial Results header to read: “Core operating expenses, which includes both selling, general & administrative expenses (“SG&A”) of $14.1 million and operations & maintenance expenses (“O&M”) of $3.9 million, were $18.0 million for the first quarter of 2025, up from $13.5 million, $3.1 million, and $16.6 million for the first quarter of 2024, respectively.”
Item 2.02. Results of Operations and Financial Condition.
On May 15, 2025, the Company issued the Amended Earnings Release announcing the Company’s results for the first quarter ended March 31, 2025. A copy of the Amended Earnings Release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference. The changes described in the Explanatory Note are reflected in the Amended Earnings Release.
The information disclosed in or incorporated by reference into this Item 2.02, including Exhibit 99.1, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued May 15, 2025
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
SPRUCE POWER HOLDING CORPORATION
Date: May 15, 2025 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2025 Q1 Q1 2025 Earnings
8-K May 14, 2025
2025
Q1
Q1 2025 Earnings
8-KMay 14, 2025
0001628280-25-025583
spru-202505140001772720false00017727202025-05-142025-05-14
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): May 14, 2025 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 (12 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ 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:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On May 14, 2025, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the first quarter ended March 31, 2025. A copy of the Press Release is being furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information disclosed in or incorporated by reference into this Item 2.02, including Exhibit 99.1, is furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued May 14, 2025
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
SPRUCE POWER HOLDING CORPORATION
Date: May 14, 2025 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2024 Q3 Q3 2024 Earnings
8-K Nov 13, 2024
2024
Q3
Q3 2024 Earnings
8-KNov 13, 2024
0001628280-24-047599
spru-202411130001772720false00017727202024-06-142024-06-14
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): November 13, 2024 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On November 13, 2024, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the third quarter ended September 30, 2024. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K. The Press Release contains non-GAAP financial measures. For additional information, see "Use of Non-GAAP Financial Information" in the Press Release.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued November 13, 2024
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE POWER HOLDING CORPORATION
Date: November 13, 2024 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2024 Q2 Q2 2024 Earnings
8-K Aug 14, 2024
2024
Q2
Q2 2024 Earnings
8-KAug 14, 2024
0001628280-24-037209
spru-202408140001772720false00017727202024-06-142024-06-14
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 14, 2024 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On August 14, 2024, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the second quarter ended June 30, 2024. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K. The Press Release contains non-GAAP financial measures. For additional information, see "Use of Non-GAAP Financial Information" in the Press Release.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued August 14, 2024
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE POWER HOLDING CORPORATION
Date: August 14, 2024 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2024 Q1 Q1 2024 Earnings
8-K May 15, 2024
2024
Q1
Q1 2024 Earnings
8-KMay 15, 2024
0001628280-24-023549
spru-202405150001772720false00017727202024-03-152024-03-15
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): May 15, 2024 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On May 15, 2024, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the first quarter and quarter ended March 31, 2024. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K. The Press Release contains non-GAAP financial measures. For additional information, see "Use of Non-GAAP Financial Information" in the Press Release.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued May 15, 2024
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE POWER HOLDING CORPORATION
Date: May 15, 2024 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2023 Q4 Q4 2023 Earnings
8-K Mar 14, 2024
2023
Q4
Q4 2023 Earnings
8-KMar 14, 2024
0001628280-24-011262
spru-202403140001772720false00017727202024-03-142024-03-14
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): March 14, 2024 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, Colorado 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On March 14, 2024, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the fourth quarter and year ended December 31, 2023. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued March 14, 2024
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE POWER HOLDING CORPORATION
Date: March 14, 2024 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2023 Q3 Q3 2023 Earnings
8-K Nov 13, 2023
2023
Q3
Q3 2023 Earnings
8-KNov 13, 2023
0001628280-23-038691
spru-202311090001772720false00017727202023-11-092023-11-09
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): November 9, 2023 Spruce Power Holding Corporation (Exact name of registrant as specified in its charter)
Delaware001-3897183-4109918 (State or other jurisdiction of incorporation) (Commission File Number)(I.R.S. Employer Identification No.)
2000 S Colorado Blvd, Suite 2-825, Denver, CO 80222 (Address of principal executive offices)(Zip Code)
(866) 777-8235 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001 per shareSPRUNew 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 ☐ 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 2.02. Results of Operations and Financial Condition.
On November 9, 2023, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the third quarter ended September 30, 2023. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits. (d)Exhibits.
Exhibit No.Description 99.1Press Release of Spruce Power Holding Corporation, issued November 9, 2023
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE POWER HOLDING CORPORATION
Date: November 13, 2023 By:/s/ Jonathan M. Norling Name:Jonathan M. Norling Title:Chief Legal Officer
2023 Q2 Q2 2023 Earnings
8-K Aug 10, 2023
2023
Q2
Q2 2023 Earnings
8-KAug 10, 2023
0001213900-23-065620
0001772720 false
0001772720
2023-08-10 2023-08-10
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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 10, 2023
SPRUCE
POWER HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation) (Commission File Number)
(I.R.S.
Employer
Identification No.)
1875 Lawrence Street, Suite 320
Denver, CO 80202
(Address of principal executive offices) (Zip Code)
(866) 903-2399
(Company’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
SPRU
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 ☐
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 2.02. Results of Operations and Financial Condition.
On August 10, 2023, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the second quarter ended June 30, 2023. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Document
99.1
Press Release of Spruce Power Holding Corporation, issued August 10, 2023.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE POWER HOLDING CORPORATION
Date: August 10, 2023 By: /s/ Jonathan M. Norling
Name: Jonathan M. Norling
Title: Chief Legal Officer
2
2023 Q1 Q1 2023 Earnings
8-K May 15, 2023
2023
Q1
Q1 2023 Earnings
8-KMay 15, 2023
0001213900-23-039824
0001772720 false
0001772720
2023-05-15 2023-05-15
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): May 15, 2023
SPRUCE
POWER HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S.
Employer
Identification No.)
1875 Lawrence Street, Suite 320
Denver, CO
80202
(Address of principal executive offices)
(Zip Code)
(866) 903-2399
(Company’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
SPRU
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 ☐
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 2.02. Results of Operations and Financial Condition.
On May 15, 2023, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the first quarter ended March 31, 2023. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Document
99.1
Press Release of Spruce Power Holding Corporation, issued May 15, 2023.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE
POWER HOLDING CORPORATION
Date: May 15, 2023 By: /s/ Stacey Constas
Name: Stacey Constas
Title: General Counsel
2
2022 Q4 Q4 2022 Earnings
8-K Mar 23, 2023
2022
Q4
Q4 2022 Earnings
8-KMar 23, 2023
0001213900-23-022436
0001772720 false
0001772720
2023-03-23 2023-03-23
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): March 23, 2023
SPRUCE POWER HOLDING
CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
1875 Lawrence Street, Suite 320
Denver, CO
80202
(Address of principal executive offices)
(Zip Code)
(866) 903-2399
(Company’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
SPRU
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 ☐
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 2.02. Results of Operations and Financial Condition.
On March 23, 2023, Spruce Power Holding Corporation (the “Company”) issued a press release (the “Press Release”) announcing the Company’s results for the fourth quarter and full year ended December 31, 2022. A copy of the Press Release is attached as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.
The information in this Form 8-K, including Exhibit 99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Document
99.1
Press Release of Spruce Power Holding Corporation, issued March 23, 2023.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
SPRUCE POWER HOLDING CORPORATION
Date: March 23, 2023 By:
/s/ Stacey Constas
Name: Stacey Constas
Title: General Counsel
2
2022 Q3 Q3 2022 Earnings
8-K Nov 9, 2022
2022
Q3
Q3 2022 Earnings
8-KNov 9, 2022
0001213900-22-070592
0001772720 false
0001772720
2022-11-09 2022-11-09
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): November 9, 2022
XL
FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
47000 Liberty Drive
Wixom, MI
48393
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☐
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 2.02. Results of Operations and Financial Condition.
On November 9, 2022, the Company issued a press release announcing certain of the Company’s preliminary unaudited financial results for the second quarter ended September 30, 2022. A copy of the press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information contained in Item 2.02 of this report, and the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose and shall not be deemed incorporated by reference in any document whether or not filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such document.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
Exhibit
Number
Description
99.1
Press Release.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
XL FLEET CORP.
Date: November 9, 2022 By:
/s/ Stacey Constas
Name: Stacey Constas
Title: General Counsel
2
2022 Q2 Q2 2022 Earnings
8-K Aug 9, 2022
2022
Q2
Q2 2022 Earnings
8-KAug 9, 2022
0001213900-22-045884
0001772720 false
0001772720
2022-08-09 2022-08-09
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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 9, 2022
XL FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
47000 Liberty Drive
Wixom, MI
48393
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☐
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 2.02. Results of Operations and Financial Condition.
On August 9, 2022, the Company issued a press release announcing certain of the Company’s preliminary unaudited financial results for the first quarter ended June 30, 2022. A copy of the press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information contained in Item 2.02 of this report, and the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose and shall not be deemed incorporated by reference in any document whether or not filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such document.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
Press Release.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
XL FLEET CORP.
Date: August 9, 2022 By:
/s/ Stacey Constas
Name: Stacey Constas
Title: General Counsel
2
2022 Q1 Q1 2022 Earnings
8-K May 10, 2022
2022
Q1
Q1 2022 Earnings
8-KMay 10, 2022
0001213900-22-025257
0001772720 false
0001772720
2022-05-10 2022-05-10
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): May 10, 2022
XL FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
145 Newton Street
Boston, MA
02135
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☐
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 2.02. Results of Operations and Financial Condition.
On May 10, 2022, the Company issued a press release announcing certain of the Company’s preliminary unaudited financial results for the first quarter ended March 31, 2022. A copy of the press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information contained in Item 2.02 of this report, and the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose and shall not be deemed incorporated by reference in any document whether or not filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such document.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Named Executive Officer Resignation
James Berklas, a named executive officer, has resigned from his position as the Company’s General Counsel and Vice President of Corporate Development to pursue other interests. Mr. Berklas will continue to support the Company during an appropriate transition period. His resignation was accepted by the Company’s board of directors, effective as of May 15, 2022, and not the result of any disagreement with the Company on any matter relating to its operations, policies or practices. The Board has appointed Stacey Constas, formerly Associate General Counsel, as General Counsel, effective May 15, 2022.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
Press Release.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
XL FLEET CORP.
Date: May 10, 2022 By:
/s/ Stacey Constas
Name: Stacey Constas
Title: Associate General Counsel
2
2021 Q4 Q4 2021 Earnings
8-K Mar 1, 2022
2021
Q4
Q4 2021 Earnings
8-KMar 1, 2022
0001213900-22-010065
0001772720 false
0001772720
2022-03-01 2022-03-01
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): March 1, 2022
XL FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
145 Newton Street
Boston, MA
02135
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☐
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 2.02. Results of Operations and Financial Condition.
On March 1, 2022, the Company issued a press release announcing the Company’s financial results for the fourth quarter and full year ended December 31, 2021. A copy of the press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information contained in Item 2.02 of this report, and the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose and shall not be deemed incorporated by reference in any document whether or not filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such document.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
Press Release.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
XL FLEET CORP.
Date: March 1, 2022 By:
/s/ James Berklas
Name: James Berklas
Title: General Counsel
2
2021 Q3 Q3 2021 Earnings
8-K Nov 16, 2021
2021
Q3
Q3 2021 Earnings
8-KNov 16, 2021
0001213900-21-059611
0001772720 false
0001772720
2021-11-15 2021-11-15
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): November 15, 2021
XL FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
145 Newton Street
Boston, MA
02135
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☒
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 2.02 Results of Operations and Financial Condition
On November 15, 2021, XL Fleet Corp. (the “Company”) issued a press release announcing the Company’s financial and operating results for the third quarter ended September 30, 2021. A copy of the Company’s press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information included in, or furnished with, this report has been “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing or document.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description
99.1
Press Release of XL Fleet Corp., dated November 15, 2021.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
XL FLEET CORP.
Date: November 15, 2021 By:
/s/ James Berklas
Name: James Berklas
Title: General Counsel
2
2021 Q3 Q3 2021 Earnings
8-K Nov 1, 2021
2021
Q3
Q3 2021 Earnings
8-KNov 1, 2021
0001213900-21-055775
0001772720 false
0001772720
2021-08-12 2021-08-12
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): October 26, 2021
XL
FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S.
Employer
Identification No.)
145 Newton Street
Boston, MA
02135
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☒
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 2.02.Results of Operations and Financial Condition.
On November 1, 2021, the Company issued a press release announcing certain of the Company’s preliminary unaudited financial results for the third quarter ended September 30, 2021. A copy of the press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information contained in Item 2.02 of this report, and the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for any purpose and shall not be deemed incorporated by reference in any document whether or not filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such document.
Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Director Resignation
On September 30, 2021, Declan Flanagan resigned from his role at Orsted A/S, resulting in a substantial change in his principal occupation and requiring that he tender his resignation as a Class I independent director of the Company pursuant to the Company’s Corporate Governance Guidelines. His resignation was accepted by the Company’s board of directors, effective as of October 31, 2021, and not the result of any disagreement with the Company on any matter relating to its operations, policies or practices.
(c) Appointment of Chief Executive Officer
On November 1, 2021, the Company issued a press release announcing that it had entered into an Executive Employment Agreement with Eric Tech (the “Employment Agreement”), pursuant to which Mr. Tech agreed to serve as the Company’s Chief Executive Officer effective as of December 1, 2021. On such date, Mr. Tech will assume the duties and responsibilities of Principal Executive Officer from Dimitri N. Kazarinoff. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Previously, Mr. Tech, age 58, served in various positions at Navistar International Corporation for fifteen years, including most recently as Senior Vice President Corporate Development. Prior to that, Mr. Tech served as Senior Vice President and Co-Chairman of Volkswagen Truck and Bus Alliance, Senior Vice President of Strategy, Planning and Business Development, President of Global & Specialty Business and President of Global Truck & Engine. Mr. Tech holds a Bachelor of Science in mechanical engineering and Master of Business Administration from the University of Michigan. There are no family relationships among Mr. Tech and any other executive officers or directors of the Company.
The Employment Agreement provides for an initial annual base salary of $600,000, and an annual cash bonus with a target of 80% of his base salary. For the calendar year 2022 bonus only, if Mr. Tech is employed by the Company as of December 31, 2022, with advance approval fro
2021 Q2 Q2 2021 Earnings
8-K Aug 12, 2021
2021
Q2
Q2 2021 Earnings
8-KAug 12, 2021
0001213900-21-042121
8-K 1 ea145627-8k_xlfleetcorp.htm
CURRENT REPORT
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 12, 2021
XL FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
145 Newton Street
Boston, MA
02135
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☒
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 2.02 Results of Operations and Financial Condition
On August 12, 2021, XL Fleet Corp. (the “Company”) issued a press release announcing the Company’s financial and operating results for the second quarter ended June 30, 2021. A copy of the Company’s press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information included in, or furnished with, this report has been “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing or document.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
Press Release of XL Fleet Corp., dated August 12, 2021.
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
XL FLEET CORP.
Date: August 12, 2021 By:
/s/ James Berklas
Name: James Berklas
Title: General Counsel
2
2021 Q1 Q1 2021 Earnings
8-K May 17, 2021
2021
Q1
Q1 2021 Earnings
8-KMay 17, 2021
0001213900-21-027216
8-K 1 ea140959-8k_xlfleet.htm
CURRENT REPORT
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): May 17, 2021
XL
FLEET CORP.
(Exact name of registrant as specified in its charter)
Delaware
001-38971
83-4109918
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
145 Newton Street
Boston, MA
02135
(Address of principal executive offices)
(Zip Code)
(617) 718-0329
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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
Common Stock, par value $0.0001 per share
XL
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 ☒
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 1.01. Entry into a Material Definitive Agreement.
The information set forth in Item 2.01 regarding the Acquisition are incorporated by reference into this Item 1.01.
Item 2.01. Completion of Acquisition or Disposition of Assets.
On May 17, 2021, XL Fleet Corp. (the “Company”) entered into the Membership Interest Purchase Agreement (the “MIPA”) by and between the Company, its subsidiary XL Hybrids, Inc., World Energy Efficiency Services, LLC (“WEES”) and the various members thereof, pursuant to which the Company acquired 100% of the outstanding membership interests of WEES (the “Acquisition”) in exchange for total consideration of up to $16,000,000 comprised of $8.0 million in cash, approximately $7.0 million in shares of the Company’s common stock and an earnout opportunity pursuant to which WEES’ members can earn an additional $1.0 million in cash if WEES meets certain revenue targets.
WEES provides turnkey energy efficiency, renewable technology, electric vehicle charging stations and other energy solutions throughout New England. The Company believes that WEES will help further expansion of its XL Grid business to provide charging and power solutions to support fleet electrification.
The foregoing description of the MIPA does not purport to be complete and is qualified in its entirety by reference to the MIPA, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the fiscal period ended June 30, 2021.
Item 2.02.Results of Operations and Financial Condition.
On May 17, 2021, the Company issued a press release announcing the Company’s financial and operating results for the first quarter ended March 31, 2021. A copy of the press release is furnished with this report as Exhibit 99.1 and incorporated herein by reference.
The information contained in Item 2.02 of this report, and the exhibit 99.2 attached hereto, is being furnished and shall not be deemed “filed” for any purpose, and shall not be deemed incorporated by reference in any document whether or not filed under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, regardless of any general incorporation language in any such document.
Item 8.01. Other Events
On May 17, 2021, the Company issued a press release announcing the Acquisition. A copy of the press release is furnished as Exhibit 99.2 hereto and incorporated herein by reference.
1
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statement of Business Acquired.
The financial statements required by Item 9.01(a) of Form 8-K will be filed by an amendment to this Report no later than 71 calendar days after the date this Report on Form 8-K was required to be filed.
(b) Pro Forma Financial Information
The pro forma financial information required by Item 9.01(b) of Form 8-K will be filed by an amendment to this Report no later than 71 calendar days after the date this Report on Form 8-K was required to be filed.
(d) Exhibits.
Exhibit
Number
Description
99.1
Press R
Latest Spruce Power Holding Corporation News
SPRU Breaking Stock News: Dive into SPRU Ticker-Specific Updates for Smart Investing
Compare SPRU vs Leading Stocks
See how SPRU stacks up against similar companies in the market
Head-to-Head Comparisons
Share on Social Networks:
Tools & Resources
Enhance your trading experience with our free tools
Disclaimer
The information presented on this page, "SPRU Spruce Power Holding Corporation - Stocks Price | History | Analysis", including historical data, forecasts, news, insider information, and predictions, is provided for educational purposes only. It should not be considered as financial advice or a recommendation to buy or sell any securities. Decisions regarding investments should be made only after careful consideration and consultation with a qualified financial advisor. We do not endorse or guarantee the accuracy or reliability of the information provided, and we disclaim any liability for financial losses incurred as a result of decisions made based on the information presented.