Current Report Filing (8-k)
17 Februar 2022 - 10:07PM
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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): February 11, 2022
Counter
Press Acquisition Corporation
(Exact
name of registrant as specified in its charter)
Cayman Islands |
001-41274 |
N/A |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
1981
Marcus Avenue, Suite 227
Lake
Success, NY 11042
(Address
of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (718) 775-3013
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
Symbols |
|
Name
of each exchange on
which registered |
|
|
|
|
|
Units, each consisting of
one Class A ordinary share and one-half of one redeemable warrant |
|
CPAQU |
|
The Nasdaq Stock Market
LLC |
|
|
|
|
|
Class A ordinary shares,
par value $0.0001 per share |
|
CPAQ |
|
The Nasdaq Stock Market
LLC |
|
|
|
|
|
Redeemable warrants, each
warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
CPAQW |
|
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.
Item 8.01 Other Events.
As reported previously in a Current
Report on Form 8-K filed by Counter Press Acquisition Corporation, a Cayman Islands exempted company (the “Company”)
on February 14, 2021, the Company consummated its initial public offering (the “IPO”) on February 11, 2021,
selling 8,625,000 units to the public and generating aggregate gross proceeds of $86,250,000 to the Company from the closing of the IPO.
Simultaneously with the closing
of the IPO, the Company completed the private sale (the “Private Placement”) of 471,875 units, in the aggregate,
to Counter Press Sponsor LLC, the Company’s sponsor, BTIG, LLC and EarlyBirdCapital, Inc., including 39,375 private units issued
in connection with the underwriters’ exercise of their over-allotment option in full, at a purchase price of $10.00 per Private
Unit, generating aggregate gross proceeds to the Company of $4,718,750.
Following the closing of the IPO,
a total of $87,543,750 was deposited into a segregated account maintained by Continental Stock Transfer & Trust Company, acting as
trustee.
An audited balance sheet as of
February 11, 2022 reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement has been issued by the Company
and is included as Exhibit 99.1 to this Current Report on Form 8-K.
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.
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COUNTER PRESS ACQUISITION CORPORATION |
|
|
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By: |
/s/ Paul Conway |
|
|
Name: |
Paul Conway |
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|
Title: |
Chief Executive Officer |
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|
Dated: February 17, 2022 |
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|
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