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    Motive Capital Corp II filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    5/25/23 4:29:22 PM ET
    $MTVC
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    0001885754 false 0001885754 2023-05-25 2023-05-25 0001885754 mtvc:UnitsEachConsistingOfOneClassAOrdinaryShareDollar0.0001ParValueAndOneThirdOfOneRedeemableWarrantMember 2023-05-25 2023-05-25 0001885754 us-gaap:CommonClassAMember 2023-05-25 2023-05-25 0001885754 us-gaap:WarrantMember 2023-05-25 2023-05-25 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): May 25, 2023

     

    MOTIVE CAPITAL CORP II

    (Exact name of registrant as specified in its charter)

     

    Cayman Islands   001-41127   98-1627112
    (State or other jurisdiction of
    incorporation)
      (Commission File Number)   (IRS Employer
    Identification No.)

     

    7 World Trade Center, 250 Greenwich St., Floor 47

    New York, NY

      10007
    (Address of principal executive offices)   (Zip Code)
     

    (212) 651-0200

    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, $0.0001 par value, and one-third of one redeemable warrant   MTVC U   New York Stock Exchange
    Class A Ordinary Shares included as part of the units   MTVC   New York Stock Exchange
    Warrants included as part of the units, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50   MTVC WS   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 or Rule 12b-2 of the Securities Exchange Act of 1934.

     

    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 8.01 Other Events.

     

    On May 25, 2023, Motive Capital Corp II (the “Company”) issued a press release announcing that it will redeem all of its outstanding Class A ordinary shares, par value $0.0001 (the “Public Shares”), effective as of June 9, 2023, at a per-share redemption price of approximately $10.50 (the “Redemption Amount”), because the Company will not consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association. As of the close of business on June 9, 2023, the Public Shares will be deemed cancelled and will represent only the right to receive the Redemption Amount.

     

    The Company’s sponsor, officers and directors have agreed to waive their rights to liquidating distributions from the trust account with respect to their outstanding Class B ordinary shares issued prior to the Company’s initial public offering. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless.

     

    A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

     

    Item 9.01 Financial Statements and Exhibits.

     

    (d) Exhibits

     

    Exhibit No. Description
       
    99.1 Press Release, dated May 25, 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.

     

    Dated: May 25, 2023 MOTIVE CAPITAL CORP II
         
      By:    /s/ Rob Heyvaert
        Name: Rob Heyvaert
        Title: Chief Executive Officer

     

     

     

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