Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, at an Extraordinary General Meeting (the "Extraordinary
General Meeting") of Aurora Technology Acquisition Corp. (the "Company") held on
February 3, 2023, the Company's shareholders approved (1) a special resolution
to amend the Company's Amended and Restated Memorandum and Articles of
Association giving the Company the right to extend the date by which it has to
consummate a business combination (the "Combination Period") six (6) times for
an additional one (1) month each time, from February 9, 2023 to August 9, 2023
and (2) the proposal to approve Amendment No. 1 to the Investment Management
Trust Agreement, dated February 7, 2022, to allow the Company to extend the
Combination Period six (6) times for an additional one (1) month each time from
February 9, 2023 to August 9, 2023 (the "Extensions") by depositing into the
trust account (the "Trust Account") for each one-month extension the lesser of:
(x) $135,000 or (y) $0.045 per share multiplied by the number of public shares
then outstanding (each, an "Extension Payment").
As previously disclosed, on February 8, 2023, the Company extended the business
combination period to March 9, 2023, by depositing $135,000 into the Trust
Account (the "Initial Extension").
In connection with the Extensions, including the Initial Extension, on March 3,
2023, the Company issued an unsecured promissory note to ATAC Sponsor LLC,
sponsor of the Company (the "Sponsor"), with a principal amount equal to
$810,000.00 (the "Extension Note"). The Extension Note bears no interest and is
repayable in full (subject to amendment or waiver) upon the earlier of (a) the
date of the consummation of the Company's initial business combination, or
(b) the date of the Company's liquidation. Advances under the Extension Note are
for the purpose of making Extension payments and repaying the Sponsor or any
other person with respect to funds loaned to the Company for the purpose of
paying Extension Payments, including the Extension Payment made in connection
with the Initial Extension.
On March 7, 2023, pursuant to the Extension Note, the Sponsor delivered to the
Sponsor a written request to draw down $135,000.00 for the second month of the
Extension. Upon this written request, the Sponsor deposited $135,000.00 to the
Company's Trust Account on March 8, 2023.
The foregoing description is qualified in its entirety by reference to the
Extension Note, a copy of which is attached as Exhibit 10.1 hereto and is
incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The description of the Extension Note and related transactions set forth in Item
1.01 to this Current Report on Form 8-K, and Exhibit 10.1 filed herewith, are
incorporated into this Item 2.03 by reference
Item 8.01 Other Events
The Company extended the Combination Period from March 9, 2023 to April 9, 2023,
by depositing $135,000 into the Trust Account on March 8, 2023, as described in
Item 1.01 of this Current Report on Form 8-K. The Company issued the release
filed herewith on March 9, 2023. The materials attached as Exhibit 99.1 are
incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed with this report, except Exhibit 99.1 hereto,
which shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, as amended or the
Exchange Act, except as expressly set forth by specific reference in such
filing.
--------------------------------------------------------------------------------
Exhibit
No. Description
10.1 Promissory Note to ATAC Sponsor LLC
99.1 Press Release
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses