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): June 16, 2021

 

NEWHYDROGEN, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   000-54819   20-4754291
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

27936 Lost Canyon Road, Suite 202, Santa Clarita, CA 91387

(Address of principal executive offices and Zip Code)

 

Registrant’s telephone number, including area code: (661) 251-0001

 

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 (see General Instruction A.2. below):

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 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 class   Ticker symbol(s)   Name of each exchange on which registered
N/A   N/A   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b2 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.

 

As previously reported on a Current Report on Form 8-K filed with the Securities and Exchange Commission on December 15, 2020, on December 11, 2020 NewHydrogen, Inc. a wholly-owned subsidiary of BioSolar Inc. (“Company’), entered into a Sponsored Research Agreement with the Regents of the University of California (the “University”), on behalf of its Los Angeles Campus pursuant to which the University performs research with respect to Discovery of Efficient and Stable Earth-Abundant Material based Catalyst for Hydrogen Electrolysis (the “Sponsored Research Agreement”) which agreement was subsequently amended on March 1, 2021 .

 

On June 16, 2021, the Company entered into Sponsored Research Agreement Second Amendment (the “Amendment Agreement”). Pursuant to the Amendment Agreement, the Sponsored Research Agreement was further amended to among other things (i) increase the consideration payable to the University under the Agreement to $1,897,368”; (ii) amend the scope of work under the Sponsored Research Agreement; and (iii) update the schedule of payments to the University.

 

The foregoing description of the Amendment is subject to, and qualified in its entirety by the terms of the Amendment which is attached hereto as Exhibit 10.1. On June 22, 2021, the Company issued a press release with respect to the foregoing, a copy of which is attached hereto as Exhibit 99.1.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit Number   Description
10.1   Form of Second Amendment to the Sponsored Research Agreement
99.1   Press Release dated June 22, 2021

 

2

 

 

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.

 

  NewHydrogen, Inc.
   
Date: June 22, 2021 /s/ David Lee
  David Lee
  Chief Executive Officer

 

3

 

 

Exhibit 10.1

 

SPONSORED RESEARCH AGREEMENT
SECOND AMENDMENT

 

This Second Agreement is entered into as of the date of last signature below, by and between The Regents of the University of California, on Behalf of its Los Angeles Campus, having an address at 10889 Wilshire Blvd, Suite 920 Los Angeles, CA 90095-7191 (“University”), and NewHydrogen, Inc., a wholly owned subsidiary of BioSolar, Inc., having an address at 27936 Lost Canyon Road, Suite 202, Santa Clarita, CA 91387 (“Sponsor”).

 

WHEREAS, University and Sponsor entered into a Sponsored Research Agreement on December 14, 2020 and previously amended on March 1, 2021 (“Agreement”);

 

WHEREAS, University and Sponsor wish to amend the Agreement as set forth below (“Second Amendment”);

 

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, University and Sponsor agree as follows:

 

1. Section 4 – “Research Funding” is deleted in its entirety and replaced with the following: The cost to Sponsor for University’s performance hereunder will be $1,897,368.
2. Exhibit A – “Scope of Work” shall be replaced with “Exhibit A-2” attached.
3. Exhibit B – “Payment Schedule” shall be replaced with “Exhibit B-2” attached.

 

All other terms and conditions shall remain in full force and effect.

 

IN WITNESS WHEREOF, the parties have executed this Second Amendment by their duly authorized representatives for good and valuable consideration.

 

SPONSOR  

THE REGENTS OF THE UNIVERSITY OF

CALIFORNIA, ON BEHALF OF ITS LOS ANGELES

CAMPUS

     
     
(Signature)   (Signature)
     
By: David Lee   By: Amir Naiberg

Date: _______________________________________

  Date: _______________________________________

 

 

 

Exhibit A-2

 

Deliverable(s): A final project report detailing the optimal design and synthesis of transition metal doped Co3O4 (M-Co3O4) catalyst system (including support) for catalyzed OER with comparable performance with Ir or RuO2-based catalysts used in current PEM electrolyzers. The knowledge gained can be broadly applied to catalyst design for highly efficient and low-cost hydrogen production from water electrolysis in various electrolytes.

 

Original TAsks and Time-frame

 

Task 1 and 2 might inter-wine as dictated by project progression and needs

 

Task 1: Tuning the crystal structure and composition of Co3O4 for optimized activity and stability of the catalysts (6 months)

 

Deliverable: Transition metal doped Co3O4 with comparable OER activity to Ir or RuO2 in acid medium. It is expected that the M-doped Co3O4 will also show much improved stability in acid compared to its Co3O4 by design.

 

Task 2: Modify the support-catalyst interface for improved stability (6 month), if necessary or time permissible, we will also explore the surface coating approach for stability enhancement.

 

Deliverable: Develop in-situ growth of the M-doped Co3O4 directly on carbon-supports to enhance the catalyst stability.

 

Additional personnel, TASKS AND TIME-FRAME

 

Upon identifying best candidate(s) for OER

 

Additional Task 3: Optimize M-Co3O4 growth on substrates to prepare for direct incorporation in electrolyzer. (6-12 month).

 

Deliverable: It is expected that the M-doped Co3O4 have tailored density, morphology that is designed to facilitate OER reaction in an environment closer to that of a catalyst layer in an electroloyzer.

 

Additional Task 4: (4a) Evaluation of OER catalyst performance in the catalyst layer of electrolyzer against conventional Pt/C cathode; (4b) continue fundamental studies to optimize catalyst material and/or catalyst-support with feedback from (4a). (12-24 month).

 

Deliverable: Optimized the M-doped Co3O4 catalyst-based catalyst layer for electrolyzer application. Improved activity and stability are expected.

 

Rationale for additional tasks and support:

 

The original tasks focus on improving the intrinsic activity of the catalyst by modifying the spinel structure, while diffusion and mass transport related issue can be critical limiting factor in the electrolyzers especially at high current density. We ask for additional support to continue the original line of studies in improving the intrinsic catalyst performance in various conditions, and for the additional studies on substrate-catalyst environment which is indispensable in the mass production of hydrogen and oxygen in a water splitting device. Catalyst and substrate morphology and surface properties, such as pore size control and particle size control, will be explored. When deemed necessary, other widely used oxide substrates such as CeO2 or TiO2 will also be investigated for a better mass transport or stability in electrolyzer.

 

 

 

 

Exhibit B-2

 

A payment of $389,190 has been made on this project. The remaining $1,508,178 shall be invoiced as follows:

 

Upon Execution of Amendment   $ 50,000.00  
7/1/21   $ 248,574.00  
10/1/21   $ 248,574.00  
1/1/22   $ 215,545.75  
4/1/22   $ 215,545.75  
7/1/22   $ 215,545.75  
10/1/22   $ 215,545.75  
1/1/23   $ 98,846.00  

 

Checks will be made payable to The Regents of the University of California and will be sent to:

 

UCLA Payment Solutions and Compliance
Box 957089, 1125 Murphy Hall
405 Hilgard Avenue
Los Angeles, CA 90095-7089

 

Electronic Fund Transfer:

 

Bank of America
Client Fulfillment & Service CA7-701-02-54
275 Valencia Ave.
Brea, CA 92823

 

ABA Routing No: 026009593
Bank Account Name: UC Regents Bank Account Number: 1499650103

 

Swift Code (for international transfers): BOFAUS3N

 

 

 

 

 

Exhibit 99.1

 

NewHydrogen further expands green hydrogen technology research program at UCLA

 

Company strengthens OER side of the existing research program to develop a replacement for iridium to lower the cost of green hydrogen

 

SANTA CLARITA, Calif. - June 22, 2021 — NewHydrogen, Inc. (OTC:NEWH), a developer of clean energy technologies, today announced that it has executed an agreement to further expand the existing sponsored research agreement with the University of California at Los Angeles (UCLA) to develop technology to reduce the cost of green hydrogen production. With an increased budget, the new agreement expands the scope of the non-precious metal based oxygen evolution reaction (OER) catalyst development program.

 

The UCLA researchers recently created a non-precious metal based catalyst that demonstrated significant improvement of OER in acidic conditions by substituting part of the existing metal element in the aforementioned catalyst material structure. The catalyst’s low cost and high durability make it a good candidate toward the commercial water electrolysis systems operating at high current densities.

 

“We are very pleased to broaden our clean energy research program at UCLA with Dr. Huang and her team, a group whose collaboration we have a high level of confidence in,” said Dr. David Lee, CEO of NewHydrogen. “Thus we have decided to further extend the OER side of the sponsored research program.”

 

The Company’s previous amendment to the sponsored research program expanded its focus on significantly reducing or replacing the hydrogen evolution reaction (HER) catalyst, platinum. Platinum is so rare that only 200 tons are mined every year and yet its demand is ever increasing in applications such as batteries, fuel cells, fiber optics, LCD displays, cancer treatment and many others.

 

The researchers plan on scaling up the process for studies in electrolyzers in a later phase. Eventually, a fully functional hydrogen-producing electrolyzer incorporating the Company’s OER catalyst as well as HER catalyst will serve as a reference prototype to help electrolyzer manufacturers worldwide to assess NewHydrogen’s planned technology to produce low-cost green hydrogen.

 

 
 

 

About NewHydrogen, Inc.

 

NewHydrogen, Inc. is focused on developing a breakthrough electrolyzer technology to lower the cost of green hydrogen production. Hydrogen is the cleanest and most abundant fuel in the universe. It is zero-emission and only produces water vapor when used. However, hydrogen does not exist in its pure form on Earth so it must be extracted. For centuries, scientists have known how to use electricity to split water into hydrogen and oxygen using a device called an electrolyzer. Electrolyzers installed behind a solar farm or wind farm can use renewable electricity to split water, thereby producing green hydrogen. Unfortunately, electrolyzers are expensive and rely on rare earth materials such as platinum and iridium. These very expensive materials account for nearly 50% of the cost of electrolyzers. The company’s technology is aimed at significantly reducing or replacing rare earth materials in electrolyzers with inexpensive earth-abundant materials to help usher in a green hydrogen economy that Goldman Sachs estimates will be worth $12 trillion by 2050.

 

To learn more about the company, please visit https://www.NewHydrogen.com.

 

Safe Harbor Statement

 

Matters discussed in this press release contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this press release, the words “anticipate,” “believe,” “estimate,” “may,” “intend,” “expect” and similar expressions identify such forward-looking statements. Actual results, performance or achievements could differ materially from those contemplated, expressed or implied by the forward-looking statements contained herein. These forward-looking statements are based largely on the expectations of the Company and are subject to a number of risks and uncertainties. These include, but are not limited to, risks and uncertainties associated with: the impact of economic, competitive and other factors affecting the Company and its operations, markets, the impact on the national and local economies resulting from terrorist actions,the impact of public health epidemics on the global economy and other factors detailed in reports filed by the Company with the United States Securities and Exchange Commission.

 

Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

 

CONTACT INFORMATION

 

Investor Relations Contact:

Tom Becker

NewHydrogen, Inc.

ir@newhydrogen.com

(877) 904-3733