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    Jiya Acquisition Corp. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    11/18/22 4:31:22 PM ET
    $JYAC
    Consumer Electronics/Appliances
    Industrials
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    0001824119 false NASDAQ 0001824119 2022-11-18 2022-11-18 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 Section 15(d) 

    of the Securities Exchange Act of 1934 

    Date of Report (date of earliest event reported): November 18, 2022

     

     

     

    JIYA ACQUISITION CORP.  

    (Exact name of registrant as specified in its charter)

     

    Delaware 001-39719 85-2789517

    (State or other jurisdiction

    of incorporation)

    (Commission

    File Number)

    (I.R.S. Employer 

    Identification No.) 

      

    628 Middlefield Road

    Palo Alto, California

    94301
    (Address of Principal Executive Offices) (Zip Code)

     

    Registrant’s telephone number, including area code: +1 (650) 285-4270

     

    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 

    Class A common stock, par value $0.0001 per share   JYAC   Nasdaq Capital Market

     

    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 7.01. Regulation FD Disclosure.

     

    On November 18, 2022, Jiya Acquisition Corp. (the “Company”) issued a press release announcing it will redeem all of its outstanding Class A common stock, effective as of November 25, 2022, because the Company will not be able to consummate an initial business combination within the time period required by its amended and restated memorandum and articles of association. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

     

    The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

     

    Forward-Looking Statements

     

    Certain statements in this Current Report on Form 8-K may be considered forward-looking statements. Forward-looking statements generally relate to future events or the future financial or operating performance of the Company. For example, statements about the expected timing of the completion of the business combination, the benefits of the business combination, the competitive environment, and the expected future performance (including future revenue, pro forma enterprise value, and cash balance) and market opportunities are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “potential” or “continue,” or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by the Company, are inherently uncertain.

     

    Nothing in this Current Report on Form 8-K should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Except as may be required by law, the Company does not undertake any duty to update these forward-looking statements.

     

     

     

    Item 9.01. Financial Statements and Exhibits.

     

    (d) Exhibits. The following exhibits are filed with this Form 8-K:

     

    Exhibit No.   Description of Exhibits
       
    99.1   Press Release, dated November 18, 2022
       
    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.

     

    Dated: November 18, 2022

     

      JIYA ACQUISITION CORP.
         
      By: /s/ Rekha Hemrajani
      Name: Rekha Hemrajani
      Title: Chief Executive Officer

     

     

     

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