0001829322 false 0001829322 2023-02-06 2023-02-06 0001829322 SZZL:UnitsEachConsistingOfOneShareOfCommonStockAndOnehalfOfOneRedeemableWarrantMember 2023-02-06 2023-02-06 0001829322 SZZL:CommonStockParValue0.0001PerShareMember 2023-02-06 2023-02-06 0001829322 SZZL:RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfCommonStockAtExercisePriceOf11.50PerShareMember 2023-02-06 2023-02-06 iso4217:USD xbrli:shares 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): February 6, 2023

 

SIZZLE ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

  

Delaware   001-41005   85-3418600
(State or other jurisdiction
of incorporation)		   (Commission File Number)   (IRS Employer
Identification No.)

 

4201 Georgia Avenue, NW
Washington, DC		   20011
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (202) 846-0300

 

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
Units, each consisting of one share of common stock and one-half of one redeemable warrant   SZZLU   The Nasdaq Stock Market LLC
Common stock, par value $0.0001 per share  
SZZL		  
The Nasdaq Stock Market LLC
Redeemable Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share   SZZLW   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 1.01. Entry into a Material Definitive Agreement.

 

On February 6, 2023, Sizzle Acquisition Corp. (the “Company”) issued a promissory note (the “Note”) in the principal amount of $200,000 (the “Loan Amount”) to the Company’s sponsor, VO Sponsor, LLC (the “Sponsor”) in connection with the extension of the Company’s termination date from February 8, 2023 to August 8, 2023 (the “Extension”).

 

The Note bears no interest and is due and payable upon the consummation of the Company’s initial business combination. The Company agreed to use the Loan Amount solely for purposes of making a payment into the trust account set up pursuant to the Investment Management Trust Agreement, dated November 3, 2021, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, for the benefit of the purchasers of Company securities in the Company’s initial public offering that were still stockholders of the Company following the effectiveness of the Extension.

 

The Loan Amount was deposited into the Company’s trust account on February 6, 2023.

  

The foregoing description is qualified in its entirety by reference to the 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 disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.

  

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits

 

Exhibit No.   Description
10.1   Promissory Note, dated February 6, 2023
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

1

 

 

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.

 

  SIZZLE ACQUISITION CORP,
   
  By: /s/ Steve Salis
    Name:   Steve Salis
    Title: Chief Executive Officer

 

Dated: February 7, 2023

 

 

2
 

 

 

 

Sizzle Acquisition (NASDAQ:SZZL)
Historical Stock Chart
Von Mai 2024 bis Jun 2024 Click Here for more Sizzle Acquisition Charts.
Sizzle Acquisition (NASDAQ:SZZL)
Historical Stock Chart
Von Jun 2023 bis Jun 2024 Click Here for more Sizzle Acquisition Charts.