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    Build Acquisition Corp. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    3/2/23 1:00:06 PM ET
    $BGSX
    Consumer Electronics/Appliances
    Industrials
    Get the next $BGSX alert in real time by email
    8-K
    false 0001838666 0001838666 2023-03-02 2023-03-02 0001838666 bgsx:UnitsEachConsistingOfOneShareOfClassACommonStockAndOneThirdOfOneRedeemableWarrantMember 2023-03-02 2023-03-02 0001838666 us-gaap:CommonStockMember 2023-03-02 2023-03-02

     

     

    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): March 2, 2023

     

     

    Build Acquisition Corp.

    (Exact name of registrant as specified in its charter)

     

     

     

    Delaware   001-40220   86-1389419

    (State or other jurisdiction

    of incorporation)

     

    (Commission

    File Number)

     

    (I.R.S. Employer

    Identification No.)

     

    3300 Jefferson Street, Suite 303

    Austin, TX

      78731
    (Address of principal executive offices)   (Zip Code)

    (512) 994-2983

    (Registrant’s telephone number, including area code)

    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 communication 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-commencements 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 Securities Exchange Act of 1934:

     

    Title of each class

     

    Trading
    Symbol(s)

      

    Name of each exchange

    on which registered

    Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant   BGSX.U    New York Stock Exchange
    Class A common stock, par value $0.0001 per share   BGSX    New York Stock Exchange

    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

    On March 2, 2023, Build Acquisition Corp. (the “Company” or “we”) issued a press release announcing that it will redeem all of its outstanding ordinary shares that were included in the units issued in its initial public offering (the “public shares”), effective as of the close of business on March 17, 2023, as the Company will not consummate an initial business combination on or prior to March 19, 2023. We have attached hereto as Exhibit 99.1 a copy of the press release.

    Forward-Looking Statements

    Certain information contained in this press release may be deemed to constitute forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to expectations or forecasts for future events, including, without limitation, the redemption of the Company’s public shares and the Company’s subsequent dissolution and liquidation and its delisting from the New York Stock Exchange and its termination of registration with the Commission. These statements may be preceded by, followed by or include the words “may,” “might,” “will,” “will likely result,” “should,” “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “continue,” “target” or similar expressions. Such statements are subject to certain risks and uncertainties that could cause our actual results in the future to differ materially from the Company’s historical results and those presently anticipated or projected. The Company wishes to caution investors not to place undue reliance on any such forward-looking statements. Any forward-looking statements speak only as of the date on which such statements are made, and the Company undertakes no obligation to update such statements to reflect events or circumstances arising after such date. The Company assumes no obligation to update forward-looking statements except to the extent required by applicable securities laws. If the Company does update one or more forward-looking statements, no inference should be drawn that the Company will make additional updates with respect to those or other forward-looking statements.

     

    Item 9.01.

    Financial Statements and Exhibits.

    (d) Exhibits

     

    Exhibit

        No.    

      

    Description

    99.1    Press Release dated March 2, 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.

     

        Build Acquisition Corp.
    Date: March 2, 2023     By:  

    /s/ Zeynep Young

        Name:   Zeynep Young
        Title:   Co-Chief Executive Officer
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