MEOAU Minority Equality Opportunities Acquisition Inc

 

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): July 3, 2023

 

MINORITY EQUALITY OPPORTUNITIES ACQUISITION INC.

(Exact name of registrant as specified in its charter)

 

Delaware		001-40756		86-3436718
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

100 Executive Court

Waxahachie, Texas 75165

(Address of principal executive offices, including zip code)

 

(214) 444-7321

(Registrant’s telephone number, including area code)

 

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		Name of each exchange on which registered
Units, each consisting of one share of Class A Common Stock, and one Warrant		MEOAU		The Nasdaq Stock Market LLC
Class A Common Stock, par value $0.0001 per share		MEOA		The Nasdaq Stock Market LLC
Warrants, each warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share		MEOAW		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 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 8.01. Other Events.

 

On July 3, 2023, Minority Equality Opportunities Acquisition Inc. (the “Company”) issued a press release announcing that, since the Company did not complete an initial business combination on or prior to June 30, 2023, the deadline by which the Company must complete an initial business combination pursuant to its Amended and Restated Certificate of Incorporation (the “Amended Charter”), the Company intends to dissolve and liquidate in accordance with the provisions of the Amended Charter, and will redeem all of the outstanding shares of Class A common stock that were included in the units issued in the Company’s initial public offering (the “Public Shares”), at an estimated per-share redemption price of approximately $10.91 (after deducting anticipated liquidation expenses and tax obligations of the Company).

 

As of the close of business on July 3, 2023, the Public Shares will be deemed cancelled and will represent only the right to receive the redemption amount.

 

In order to provide for the disbursement of funds from the trust account, the Company has instructed Continental Stock Transfer & Trust Company, the trustee of the trust account, to take all necessary actions to liquidate the securities held in the trust account. The proceeds of the trust account will be held in a non-interest bearing account while awaiting disbursement to the holders of the Public Shares. Record holders will receive their pro rata portion of the proceeds of the trust account by delivering their Public Shares to Continental Stock Transfer & Trust Company, the Company’s transfer agent. Beneficial owners of Public Shares held in “street name,” however, will not need to take any action in order to receive the redemption amount. The redemption of the Public Shares is expected to be completed on or about July 17, 2023.

 

The Company’s sponsor has agreed to waive its redemption rights with respect to its outstanding Class B common stock issued prior to the Company’s initial public offering. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless.

 

The Company expects that The Nasdaq Stock Market LLC will file a Form 25 with the United States Securities and Exchange Commission (the “Commission”) to delist the Company’s securities. The Company thereafter expects to file a Form 15 with the Commission to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended.

 

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

The following exhibits are being filed herewith:

 

Exhibit Number		Description
99.1		Press release of Minority Equality Opportunities Acquisition Inc. dated July 3, 2023.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURE

 

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.

 

July 3, 2023	Minority Equality Opportunities Acquisition Inc.
	By:	/s/ Shawn D. Rochester
	Name:	Shawn D. Rochester
	Title:	Chief Executive Officer

 

 

2

Exhibit 99.1

 

Minority Equality Opportunities Acquisition Inc. Announces it Will Redeem its Public Shares and Will Not
Consummate an Initial Business Combination

 

Waxahachie, TX, July 03, 2023 (GLOBE NEWSWIRE) --  Minority Equality Opportunities Acquisition Inc. (the “Company”) (Nasdaq: MEOA), a special purpose acquisition company, announced today that, since the Company did not complete an initial business combination on or prior to June 30, 2023, the deadline by which the Company must complete an initial business combination pursuant to its Amended and Restated Certificate of Incorporation (the “Amended Charter”), the Company intends to dissolve and liquidate in accordance with the provisions of the Amended Charter, and will redeem all of the outstanding shares of Class A common stock that were included in the units issued in the Company’s initial public offering (the “Public Shares”), at an estimated per-share redemption price of approximately $10.91 (after deducting anticipated liquidation expenses and tax obligations of the Company).

 

As of the close of business on July 3, 2023, the Public Shares will be deemed cancelled and will represent only the right to receive the redemption amount.

 

In order to provide for the disbursement of funds from the trust account, the Company has instructed Continental Stock Transfer & Trust Company, the trustee of the trust account, to take all necessary actions to liquidate the securities held in the trust account. The proceeds of the trust account will be held in a non-interest bearing account while awaiting disbursement to the holders of the Public Shares. Record holders will receive their pro rata portion of the proceeds of the trust account by delivering their Public Shares to Continental Stock Transfer & Trust Company, the Company’s transfer agent. Beneficial owners of Public Shares held in “street name,” however, will not need to take any action in order to receive the redemption amount. The redemption of the Public Shares is expected to be completed on or about July 17, 2023.

 

The Company’s sponsor has agreed to waive its redemption rights with respect to its outstanding Class B common stock issued prior to the Company’s initial public offering. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless.

 

The Company expects that The Nasdaq Stock Market LLC will file a Form 25 with the United States Securities and Exchange Commission (the “Commission”) to delist the Company’s securities. The Company thereafter expects to file a Form 15 with the Commission to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended.

 

Forward-Looking Statements

 

This press release contains statements that constitute “forward-looking statements.” Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

 

Contact:

 

Shawn D. Rochester

Chief Executive Officer

(214) 444-7321

 

v3.23.2

Cover	Jul. 03, 2023
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jul. 03, 2023
Entity File Number	001-40756
Entity Registrant Name	MINORITY EQUALITY OPPORTUNITIES ACQUISITION INC.
Entity Central Index Key	0001859310
Entity Tax Identification Number	86-3436718
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	100 Executive Court
Entity Address, City or Town	Waxahachie
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75165
City Area Code	214
Local Phone Number	444-7321
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Units, each consisting of one share of Class A Common Stock, and one Warrant
Title of 12(b) Security	Units, each consisting of one share of Class A Common Stock, and one Warrant
Trading Symbol	MEOAU
Security Exchange Name	NASDAQ
Class A Common Stock, par value $0.0001 per share
Title of 12(b) Security	Class A Common Stock, par value
Trading Symbol	MEOA
Security Exchange Name	NASDAQ
Warrants, each warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share
Title of 12(b) Security	Warrants, each warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share
Trading Symbol	MEOAW
Security Exchange Name	NASDAQ

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