Blockchain Coinvestors Acquisition Corp. I filed SEC Form 8-K: Termination of a Material Definitive Agreement, Regulation FD Disclosure, Financial Statements and Exhibits
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Item 1.02 Termination of a Material Definitive Agreement.
Termination of Business Combination Agreement
As previously reported, on April 9, 2024, Blockchain Coinvestors Acquisition Corp. I, a Cayman Islands exempted company (“BCSA”), entered into a Business Combination Agreement (the “Business Combination Agreement”), by and among BCSA, Linqto, Inc. (“Linqto”) and BCSA Merger Sub I, Inc.
On September 26, 2024, Linqto delivered to BCSA a notice of termination of the Business Combination Agreement pursuant to Section 7.2(a) thereof, effective the same day.
In connection with the termination of the Business Combination Agreement and pursuant to Section 7.2(b) thereof, Linqto agreed to pay BCSA a termination fee of $5.0 million promptly but in no event later than 30 days following the date of termination.
Item 7.01 Regulation FD Disclosure
On September 30, 2024, BCSA issued a press release announcing the termination of the Business Combination Agreement. BCSA has filed a copy of the press release as Exhibit 99.1 hereto, and it is incorporated by reference herein.
The foregoing (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and will not be deemed to be filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference in any filing under the Securities Act or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number |
Description | |
| 99.1 | Press Release, dated September 30, 2024. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
| Date: September 30, 2024 | BLOCKCHAIN COINVESTORS ACQUISITION CORP. I | ||
| By: |
/s/ Lou Kerner | ||
| Name: | Lou Kerner | ||
| Title: | Chief Executive Officer | ||