Current Report Filing (8-k)
07 6월 2023 - 6:26AM
Edgar (US Regulatory)
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0001870258
2023-06-06
2023-06-06
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iso4217:USD
xbrli:shares
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 6, 2023
MELI Kaszek Pioneer Corp
(Exact Name of Registrant as Specified in its Charter)
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Cayman Islands |
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001-40847 |
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98-1607040 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(I.R.S. Employer
Identification Number) |
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78 SW 7th Street
Individual Office No. 07-156
Miami,
Florida
33130 |
(Address of Principal Executive Offices) (Zip Code) |
+598 2927 2770
(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 (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 Class |
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Trading
Symbol(s) |
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Name
of each exchange
on which registered |
Class A ordinary shares, $0.0001 par value |
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MEKA |
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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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 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.
On June 5, 2023, MELI Kaszek
Pioneer Corp (the “Company”) announced that it has determined to dissolve and liquidate the Company in accordance with the
provisions of the Company’s Amended and Restated Memorandum and Articles Of Association, dated as of September 10, 2021 (the “Amended
and Restated Mem & Arts”), and the Investment Management Trust Agreement, between the Company and Continental Stock Transfer
& Trust Company (“CST” or the “Trustee”), dated as of October 1, 2021 (the “Trust Agreement”).
As previously disclosed in its Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on June 5, 2023 (the
“Notice 8-K”), the Company on or about June 16, 2023 (the “Redemption Date”) will redeem all of its Class A ordinary
shares, $0.0001 par value (the “Public Shares”) that were issued in its initial public offering (the “IPO”), at
a per-share redemption price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account (as defined in the Trust
Agreement), including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes (less
up to US$100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares in issue, which redemption
will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation distributions,
if any).
The redemption of the Public
Shares is expected to be completed on or about the Redemption Date. Holders of the Public Shares as at the Redemption Date (rather than the record date) shall be entitled
to receive payment of distribution of funds from the Trust Account. As previously disclosed on the Notice 8-K, the Company’s initial
shareholders, sponsors, officers and directors have waived their rights to liquidating distributions from the Trust Account with respect
to any private placement shares or founder shares they hold. However, if our initial shareholders, sponsor or management team acquired
any Public Shares in or after the Company’s IPO, they are entitled to liquidating distributions from the Trust Account with respect
to such Public Shares.
In addition, the Company
expects that Nasdaq will file a Form 25 with the SEC to delist the Company’s securities. The Company thereafter expects to file
a Form 15 with the SEC to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended.
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.
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MELI
Kaszek Pioneer Corp |
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Registrant |
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Date:
June 6, 2023 |
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By: |
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/s/
Hernan Kazah |
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Hernan Kazah |
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Co-Chief
Executive Officer |
MELI Kaszek Pioneer (NASDAQ:MEKA)
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