UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. Other Events.
As previously disclosed, on October 30, 2023, SDCL EDGE Acquisition Corporation (the “Company”) held a special meeting of shareholders, at which the Company’s shareholders approved the proposal to amend the Company’s Amended and Restated Memorandum and Articles of Association (the “Articles”) to extend the date by which the Company must consummate an initial business combination from November 2, 2023 to March 2, 2024 (the “First Extended Date”) and to allow the board of directors of the Company (the “Board”), without another shareholder vote, to elect to further extend the date to consummate an initial business combination after the Extended Date up to four times, by an additional month each time, up to July 2, 2024.
As previously disclosed, on February 27, 2024, the Board approved a first extension of the date by which the Company must consummate an initial business combination from March 2, 2024 to April 2, 2024 (the “First Extension”). The First Extension was the first of four one-month extensions permitted under the Articles.
As previously disclosed, on March 27, 2024, the Board approved a second extension of the date by which the Company must consummate an initial business combination from April 2, 2024 to May 2, 2024 (the “Second Extension”). The Second Extension was the second of four one-month extensions permitted under the Articles.
As previously disclosed, on April 29, 2024, the Board approved a third extension of the date by which the Company must consummate an initial business combination from May 2, 2024 to June 2, 2024 (the “Third Extension”). The Third Extension was the third of four one-month extensions permitted under the Articles.
As previously disclosed, on May 24, 2024, the Board approved a fourth extension of the date by which the Company must consummate an initial business combination from June 2, 2024 to July 2, 2024 (the “Fourth Extension”). The Fourth Extension is the fourth of four one-month extensions permitted under the Articles.
As previously disclosed, on June 27, 2024, the Company held a special meeting of shareholders, at which the Company’s shareholders approved the proposal to amend the Articles to further extend the date by which the Company must consummate an initial business combination from July 2, 2024 to August 2, 2024 (the “Second Extended Date”) and to allow the Board, without another shareholder vote, to elect to further extend the date to consummate an initial business combination after the Second Extended Date up to three times, by an additional month each time, up to November 2, 2024.
As previously disclosed, on July 30, 2024, the Board approved a first extension of the date by which the Company must consummate an initial business combination from August 2, 2024 to September 2, 2024 (the “First Additional Extension”). The First Additional Extension is the first of three one-month extensions permitted under the Articles.
As previously disclosed, on August 30, 2024, the Board approved a second extension of the date by which the Company must consummate an initial business combination from September 2, 2024 to October 2, 2024 (the “Second Additional Extension”). The Second Additional Extension is the second of three one-month extensions permitted under the Articles.
On October 1, 2024, the Board approved a third extension of the date by which the Company must consummate an initial business combination from October 2, 2024 to November 2, 2024 (the “Third Additional Extension”). The Third Additional Extension is the third of three one-month extensions permitted under the Articles.
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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.
| Date: October 1, 2024 | SDCL EDGE Acquisition Corporation | |
| By: | /s/ Ned Davis | |
| Name: | Ned Davis | |
| Title: | Chief Financial Officer | |
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