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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 11, 2024 (June 5, 2024)
MOUNTAIN
& CO. I ACQUISITION CORP.
(Exact name of registrant as specified in its
charter)
| Cayman Islands |
|
001-41021 |
|
N/A |
|
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
| |
|
|
4001 Kennett Pike, Suite 302
Wilmington, Delaware 19807 |
|
19807 |
| (Address of principal executive offices) |
|
(Zip Code) |
+1 302 273 0765
Registrant’s telephone number, including
area code
Not Applicable
(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:
| ¨ |
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 |
|
Trading
Symbol(s) |
|
Name of each exchange
on which registered |
| Class
A ordinary shares, par value $0.0001 per share |
|
MCAA |
|
The Nasdaq Stock Market LLC |
| Redeemable
warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
MCAAW |
|
The Nasdaq Stock Market LLC |
| Units,
each consisting of one Class A ordinary share and one-half of one redeemable warrant |
|
MCAAU |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company x
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 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing.
On June 5, 2024, Mountain & Co.
I Acquisition Corp. (the “Company”) received a notice (the “Notice”) from the Listing Qualifications Department
of the Nasdaq Stock Market LLC (“Nasdaq”) indicating that because the Company had not yet filed its Form 10-Q for the
period ended March 31, 2024 (the “Form 10-Q”), the Company was no longer in compliance with Nasdaq Listing Rule 5250(c)(1),
which requires listed companies to timely file all required periodic reports with the Securities and Exchange Commission (the “Periodic
Filing Rule”).
The Notice states that the Company has 60 calendar
days from the date of the Notice to submit a plan to regain compliance with the Periodic Filing Rule. The Company intends to file its
Form 10-Q prior to the expiration of the 60-calendar day period and regain compliance with the Periodic Filing Rule. If the Company
is unable to file its Form 10-Q prior to such date, the Company intends to submit a compliance plan within the 60-calendar day period
and take all reasonable measures available to regain compliance under the Periodic Filing Rule. If Nasdaq accepts the compliance plan,
the Company will be granted an extension of up to 180 calendar days from the Form 10-Q’s due date, or until November 18,
2024, to regain compliance with the Periodic Filing Rule. If Nasdaq does not accept the compliance plan, the Company will have the opportunity
to appeal the decision to the Nasdaq Hearings Panel. There can be no assurance that the compliance plan will be accepted by Nasdaq or
that the Company will be able to regain compliance with the minimum requirements of the Periodic Filing Rule or will otherwise be
in compliance with other Nasdaq listing criteria.
The Notice has no immediate effect on the listing
of the Company’s Class A ordinary shares, warrants or units on the Nasdaq Capital Market.
The Company intends to file the Form 10-Q
as soon as practicable.
Item 7.01 Regulation FD Disclosure.
On June 11, 2024, the Company issued a press release
announcing receipt of the Notice. The press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The foregoing (including Exhibit 99.1) is being
furnished pursuant to Item 7.01 and will not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated
by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”),or the Exchange Act.
Forward-Looking Statements
This Form 8-K contains certain “forward-looking
statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements other than
statements of historical fact contained in this Form 8-K are forward-looking statements. Some of these forward-looking statements
can be identified by the use of forward-looking words, including “may,” “should,” “expect,” “intend,”
“will,” “anticipate,” “believe,” “predict,” “plan,” “targets,”
“projects,” “could,” “would,” “continue,” or the negatives of these terms or variations
of them or similar expressions. All forward-looking statements are subject to risks, uncertainties and other factors that could cause
actual results to differ materially from those expressed or implied by such forward-looking statements. For example, there can be no assurance
that the Company will regain compliance with the Periodic Filing Rule or otherwise meet Nasdaq compliance standards, that Nasdaq
will grant the Company any relief from delisting as necessary or that the Company can ultimately meet applicable Nasdaq requirements for
any such relief. All forward-looking statements are based upon estimates, forecasts and assumptions that, while considered reasonable
by the Company and its management, are inherently uncertain and many factors may cause the actual results to differ materially from current
expectations which include, but are not limited to the risks and uncertainties set forth under the sections entitled “Risk Factors”
and “Cautionary Note Regarding Forward-Looking Statements and Risk Factor Summary” in the Company’s Annual Report on
Form 10-K for the year ended December 31, 2023, which was filed with the SEC on May 23, 2024, as such factors may be updated
from time to time in the Company’s filings with the SEC. These filings identify and address other important risks and uncertainties
that could cause actual events and results to differ materially from those contained in the forward-looking statements. You should not
place undue reliance on forward-looking statements, which speak only as of the date they are made and the Company does not undertake any
duty to update these forward-looking statements, except as otherwise required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
| Date: June 11, 2024 |
MOUNTAIN & CO. I ACQUISITION CORP. |
| |
|
|
| |
By: |
/s/ Alexander Hornung |
| |
Name: |
Alexander Hornung |
| |
Title: |
Chief Financial Officer |
Exhibit 99.1
Mountain & Co. I Acquisition Corp.
Announces Receipt of Notice from Nasdaq Regarding Late Filing of Quarterly Report on Form 10-Q
New York City - June 11, 2024 - Mountain &
Co. I Acquisition Corp. (the “Company”) today announced that, on June 5, 2024, it received a notice (the “Notice”)
from the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) indicating that because the Company had
not yet filed its Form 10-Q for the period ended March 31, 2024 (the “Form 10-Q”), the Company was no longer
in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic reports with
the Securities and Exchange Commission (the “Periodic Filing Rule”).
The Notice states that the Company has 60 calendar
days from the date of the Notice to submit a plan to regain compliance with the Periodic Filing Rule. The Company intends to file its
Form 10-Q prior to the expiration of the 60-calendar day period and regain compliance with the Periodic Filing Rule. If the Company
is unable to file its Form 10-Q prior to such date, the Company intends to submit a compliance plan within the 60-calendar day period
and take all reasonable measures available to regain compliance under the Periodic Filing Rule. If Nasdaq accepts the compliance plan,
the Company will be granted an extension of up to 180 calendar days from the Form 10-Q’s due date, or until November 18,
2024, to regain compliance with the Periodic Filing Rule. If Nasdaq does not accept the compliance plan, the Company will have the opportunity
to appeal the decision to the Nasdaq Hearings Panel. There can be no assurance that the compliance plan will be accepted by Nasdaq or
that the Company will be able to regain compliance with the minimum requirements of the Periodic Filing Rule or will otherwise be
in compliance with other Nasdaq listing criteria.
The Notice has no immediate effect on the listing
of the Company’s Class A ordinary shares, warrants or units on the Nasdaq Capital Market.
The Company intends to file the Form 10-Q
as soon as practicable.
Forward-Looking Statements
This press release contains certain “forward-looking
statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements other than
statements of historical fact contained in this Form 8-K are forward-looking statements. Some of these forward-looking statements
can be identified by the use of forward-looking words, including “may,” “should,” “expect,” “intend,”
“will,” “anticipate,” “believe,” “predict,” “plan,” “targets,”
“projects,” “could,” “would,” “continue,” or the negatives of these terms or variations
of them or similar expressions. All forward-looking statements are subject to risks, uncertainties and other factors that could cause
actual results to differ materially from those expressed or implied by such forward-looking statements. For example, there can be no assurance
that the Company will regain compliance with the Periodic Filing Rule or otherwise meet Nasdaq compliance standards, that Nasdaq
will grant the Company any relief from delisting as necessary or that the Company can ultimately meet applicable Nasdaq requirements for
any such relief. All forward-looking statements are based upon estimates, forecasts and assumptions that, while considered reasonable
by the Company and its management, are inherently uncertain and many factors may cause the actual results to differ materially from current
expectations which include, but are not limited to the risks and uncertainties set forth under the sections entitled “Risk Factors”
and “Cautionary Note Regarding Forward-Looking Statements and Risk Factor Summary” in the Company’s Annual Report on
Form 10-K for the year ended December 31, 2023, which was filed with the SEC on May 23, 2024, as such factors may be updated
from time to time in the Company’s filings with the SEC. These filings identify and address other important risks and uncertainties
that could cause actual events and results to differ materially from those contained in the forward-looking statements. You should not
place undue reliance on forward-looking statements, which speak only as of the date they are made and the Company does not undertake any
duty to update these forward-looking statements, except as otherwise required by law.
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Mountain and Company I A... (NASDAQ:MCAAW)
과거 데이터 주식 차트
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Mountain and Company I A... (NASDAQ:MCAAW)
과거 데이터 주식 차트
부터 6월(6) 2023 으로 6월(6) 2024
