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    Frontier Investment Corp filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits

    9/27/23 4:30:22 PM ET
    $FICV
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    0001855693 false 00-0000000 0001855693 2023-09-25 2023-09-25 0001855693 FICV:UnitsEachConsistingOfOneClassOrdinaryShareAndOnethirdOfOneRedeemableWarrantMember 2023-09-25 2023-09-25 0001855693 FICV:ClassOrdinaryShareParValue0.0001PerShareMember 2023-09-25 2023-09-25 0001855693 FICV:WarrantEachWholeWarrantExercisableForOneClassOrdinaryShareFor11.50PerShareMember 2023-09-25 2023-09-25 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): September 27, 2023 (September 25, 2023)

     

    Frontier Investment Corp
    (Exact name of registrant as specified in its charter)

     

    Cayman Islands   001-40570   N/A
    (State or other jurisdiction of
    incorporation)
      (Commission File Number)   (IRS Employer
    Identification No.)

     

    PO Box 309, Ugland House

    Grand Cayman, Cayman Islands

    E9 KY1-1104

    (Address of principal executive offices, including zip code)

     

    (302) 351-3367

    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 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 Class A Ordinary Share and one-third of one Redeemable Warrant   FICVU   The Nasdaq Stock Market, LLC
             
    Class A Ordinary Share, par value $0.0001 per share   FICV   The Nasdaq Stock Market, LLC
             
    Warrant, each whole warrant exercisable for one Class A Ordinary Share for $11.50 per share   FICVW   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 x

     

    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.

     

    The disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01

     

    Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

     

    On September 25, 2023, Frontier Investment Corp (the “Company”) issued one unsecured promissory note (the “Note”) in an amount of $500,000, to Frontier Disruption Capital (“Sponsor”), for working capital. The Note does not bear interest and matures at such time the Company consummates a business combination. At the option of the Sponsor, the principal amount of the Note may be paid in cash or convertible into private placement warrants at $1.00 per warrant, such warrants being the same as those issued to the Sponsor in the private placement which closed contemporaneously with the initial public offering on June 30, 2021. Each warrant entitles the holder thereof to purchase one Class A ordinary share at a price of  $11.50 per share, subject to adjustment, terms and limitations.

     

    The foregoing description of the Note is qualified in its entirety by reference to the full text of the Note, a copy of which is filed with this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.

     

    Item 9.01. Financial Statements and Exhibits

     

    (c) Exhibits:

     

    Exhibit No.   Description
    10.1   Promissory Note issued by Frontier Disruption Capital on September 25, 2023
    104   Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

     

    2

     

     

    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.

     

      FRONTIER INVESTMENT CORP
         
    Dated: September 27, 2023 By: /s/ Asar Mashkoor
        Name: Asar Mashkoor
        Title: Chief Executive Officer

     

    3

     

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