Solidion Technology Inc. filed SEC Form 8-K: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
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Item 4.02 Non-reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.
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On April 11, 2025, the Chief Financial Officer of Solidion Technology, Inc. (the “Company”), after consultation with the Company’s Audit Committee, concluded that the Company’s quarterly financial statements for the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024 (together, the “Affected Periods”) require restatements and should no longer be relied upon. In addition, any previous communications describing the Company’s quarterly financial statements and other related financial information covering the Affected Periods should no longer be relied upon.
In connection with the preparation of the Company's audited financial statements for the year ended December 31, 2024, the Company identified an error related to the accounting for issuance costs associated with convertible notes. Specifically, approximately $2.8 million of non-cash, non-operating stock-based expense related to bonus shares was inadvertently omitted from the financial results for the quarter ended March 31, 2024.
The Company will include restated financial information for the Affected Periods in a footnote to the financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as well as in future Quarterly Reports on Form 10-Q. The restated financial information will involve recording the issuance cost in issuance of common stock and warrants within non-operating losses. The revision will have no impact on total shareholders’ equity or cash flows, but it will increase net loss and increase additional paid-in capital in the Affected Periods. The Company has not filed and does not intend to file an amendment to the Company’s previously filed Quarterly Reports on Form 10-Q for the Affected Periods.
The Company’s management and the Audit Committee have discussed the matters disclosed in this Current Report on Form 8-K pursuant to this Item 4.02 with Deloitte & Touche LLP, the Company’s independent registered public accounting firm.
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SIGNATURES
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.
| Dated: April 15, 2025 | ||
| SOLIDION TECHNOLOGY, INC. | ||
| By: | /s/ Jaymes Winters | |
| Name: | Jaymes Winters | |
| Title: | Chief Executive Officer | |
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