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    North Atlantic Acquisition Corporation filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    1/25/23 8:53:00 AM ET
    $NAAC
    Business Services
    Finance
    Get the next $NAAC alert in real time by email
    0001830063 false 00-0000000 0001830063 2023-01-25 2023-01-25 0001830063 NAAC:UnitsEachConsistingOfOneClassAOrdinaryShareandOneThirdOfOneRedeemableWarrantMember 2023-01-25 2023-01-25 0001830063 us-gaap:CommonClassAMember 2023-01-25 2023-01-25 0001830063 NAAC:RedeemableWarrantsEachWholeWarrantExercisableForOneClassAOrdinaryShareAtAnExercisePriceOfDollar11.50PerShareMember 2023-01-25 2023-01-25 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):  January 25, 2023

     

    North Atlantic Acquisition Corporation

    (Exact name of registrant as specified in its charter)

     

    Cayman Islands   001-39923   N/A
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (I.R.S. Employer
    Identification No.)

     

    c/o Ellenoff Grossman & Schole LLP

    1345 Avenue of the Americas, 11th Fl.

    New York, NY 10105

    (212) 370-1300

    (Address of principal executive offices, including zip code)

     

    +353 1 567 6959

    (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 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   NAACU   The Nasdaq Stock Market LLC
             
    Class A Ordinary Shares, par value $0.0001 per share   NAAC   The Nasdaq Stock Market LLC
             
    Redeemable Warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50 per share   NAACW   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 8.01. Other Events.

     

    On January 25, 2023, North Atlantic Acquisition Corporation (the “Company”) issued a press release announcing that it has cancelled its 2022 annual general meeting of shareholders that was previously scheduled for 4:00 PM Eastern time on January 25, 2023, and that, due to the Company’s inability to consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association, as amended (the “Charter”), the Company intends to dissolve and liquidate in accordance with the provisions of its the Charter and will redeem all of the outstanding ordinary shares that were included in the units issued in its initial public offering (the “Public Shares”), at a per-share redemption price of approximately $10.13.

     

    As of the close of business on January 26, 2023, the Public Shares will be deemed cancelled and will represent only the right to receive the redemption amount.

     

    In order to provide for the disbursement of funds from the trust account, the Company will instruct the trustee of the trust account to take all necessary actions to liquidate the securities held in the trust account. The proceeds of the trust account will be held in a non-interest bearing account while awaiting disbursement to the holders of the Public Shares. Record holders will receive their pro rata portion of the proceeds of the trust account by delivering their Public Shares to Continental Stock Transfer & Trust Company, the Company’s transfer agent. Beneficial owners of Public Shares held in “street name,” however, will not need to take any action in order to receive the redemption amount. The redemption of the Public Shares is expected to be completed within ten business days after January 26, 2023.

     

    The Company’s sponsor has agreed to waive its redemption rights with respect to its 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.
       
    104 Cover Page Interactive Data File (the Cover Page Interactive Data File is 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.

     

      NORTH ATLANTIC ACQUISITION CORPORATION
         
    Date: January 25, 2023 By: /s/ Gary Quin
      Name: Gary Quin
      Title: Chief Executive Officer

     

     

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