Amendment: Spruce Power Holding Corporation filed SEC Form 8-K: Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 6
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 26, 2025 (November 22, 2024 )
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Introductory Note
On November 26, 2024, Spruce Power Holding Corporation (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) to report that Spruce Power 5, LLC (“SP5”), a wholly-owned subsidiary of the Company, entered into an Asset Purchase Agreement (the “APA”) to acquire a residential solar portfolio consisting of approximately 9,800 solar energy systems (the “Acquired Assets”) from NJR Clean Energy Ventures II Corporation (“CEV”), a subsidiary of New Jersey Resources Corporation (“NJR”), pursuant to the APA by and between CEV and SP5, dated as of November 22, 2024.
The Original Form 8-K was subsequently amended by:
(1) Amendment No. 1 to Current Report on Form 8-K/A (“Amendment No. 1”), which was filed on February 4, 2025, to report the completion of an additional acquisition of 41 solar energy systems from CEV, pursuant to the APA;
(2) Amendment No. 2 to Current Report on Form 8-K/A (“Amendment No. 2”), which was filed on February 10, 2025, to include the financial statements required to be filed under Item 9.01(a) of the Original Form 8-K and the pro forma financial information required to be filed under Item 9.01(b) of the Original Form 8-K; and
(3) Amendment No. 3 to Current Report on Form 8-K/A (“Amendment No. 3”), which was filed on March 5, 2025, to report the completion of an additional acquisition of 42 solar energy systems from CEV, pursuant to the APA.
(4) Amendment No. 4 to Current Report on Form 8-K/A (“Amendment No. 4”), which was filed on April 30, 2025, to report the completion of an additional acquisition of 66 solar energy systems from CEV, pursuant to the APA.
(5) Amendment No. 5 to Current Report on Form 8-K/A (“Amendment No. 5”), which was filed on June 13, 2025, to report the completion of an additional acquisition of 25 solar energy systems from CEV, pursuant to the APA.
This Amendment No. 6 to Current Report on Form 8-K/A (“Amendment No. 6”) amends the Original Form 8-K solely to report the completion of an additional acquisition of solar energy systems from CEV pursuant to the APA. Except with respect to reporting the herein described completion of the additional acquisition of solar energy systems by the Company pursuant to the APA, this Amendment No. 6 does not otherwise modify or update the Original Form 8-K, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, or Amendment No. 5. This Amendment No. 6 should be read in conjunction with the Original Form 8-K, Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, and Amendment No. 5.
Item 2.01 Completion of Acquisition or Disposition of Assets.
On June 26, 2025, the Company acquired 18 additional solar energy systems from CEV, pursuant to the APA, for approximately $0.5 million in cash, subject to the terms and conditions set forth therein.
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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: June 27, 2025 | By: | /s/ Jonathan M. Norling | ||||||
| Name: | Jonathan M. Norling | |||||||
| Title: | Chief Legal Officer | |||||||
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