AvePoint Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

false 0001777921 0001777921 2024-09-25 2024-09-25 0001777921 avpt:CommonStockParValue00001PerShareCustomMember 2024-09-25 2024-09-25 0001777921 avpt:WarrantsEachWholeWarrantExercisableForOneShareOfCommonStockAtAnExercisePriceOf1150PerShareCustomMember 2024-09-25 2024-09-25

 

 

 

 

 

 

 

(Exact name of registrant as specified in its charter)

 

 

 

(Address of Principal Executive Offices) (Zip Code)

 

(Registrant's telephone number, including area code)

 

(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:

 

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

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 September 26, 2024, AvePoint, Inc. (“AvePoint” or the “Company”) announced the expiration and results of its offer to purchase (the “Offer”) all of its outstanding public warrants (the “Warrants”) to purchase shares of its common stock, par value $0.0001 per share, at a purchase price of $2.50 per Warrant in cash, without interest. AvePoint has been advised that, as of the expiration of the Offer, 1,596,314 Warrants had been validly tendered and not validly withdrawn, representing approximately 9.1% of the outstanding Warrants. The Company has accepted all validly tendered Warrants for purchase and expects to settle such purchase promptly.

 

In addition, AvePoint also announced the results of its consent solicitation (the “Consent Solicitation”) to amend the Warrant Agreement, dated September 16, 2019, by and between Apex Technology Acquisition Corporation and Continental Stock Transfer & Trust Company (the “Warrant Agreement”), to permit AvePoint to redeem each outstanding Warrant for $2.00 in cash, without interest (such amendment, the “Warrant Amendment”). Because the holders of less than 50.1% of the Warrants consented to the Warrant Amendment, which is the requisite consent threshold set by the Warrant Agreement, the Warrant Amendment was not approved.

 

A copy of the press release announcing the results of the Offer and Consent Solicitation is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

 

 

 

 

 

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.

 

Dated: September 26, 2024