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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):
October 16, 2024
EVe Mobility Acquisition Corp
(Exact name of registrant as specified in its charter)
Cayman Islands |
|
001-41167 |
|
98-1595236 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
4001 Kennett Pike, Suite 302 |
|
|
Wilmington, DE |
|
19807 |
(Address of principal executive offices) |
|
(Zip Code) |
(302) 273-0014
(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 Securities Exchange Act of 1934:
Title for each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant |
|
EVE.U |
|
NYSE American LLC |
Class A ordinary shares, par value $0.0001 per share |
|
EVE |
|
NYSE American LLC |
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
EVE WS |
|
NYSE American 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 ☒
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 3.01 Notice of Delisting or Failure to Satisfy a Continued
Listing Rule or Standard; Transfer of Listing
On October 16, 2024, EVe Mobility
Acquisition Corp (the “Company”) received a written notice from NYSE Regulation (the “NYSE Notice”) stating that
the Company is not in compliance with the continued listing standards of the NYSE American LLC (“NYSE American”, or the “NYSE
Regulation”) because it is not in compliance with the continued listing standards of the NYSE American. Specifically, the Company
has not met the requirements set forth in Sections 134 and 1101 of the NYSE American Company Guide due to its delayed filings of the Form
10-K for the year ended December 31, 2023, and its Form 10-Qs for the periods ended March 31, 2024, and June 30, 2024 (the “Delayed
Filings”).
In accordance with Section
1007 of the Company Guide, the Company submitted an extension request after being unable to cure the filing deficiencies within the initial
six-month period of the 12-month cure period. NYSE Regulation has reviewed and accepted the Company’s request, granting an extended
plan period through December 14, 2024, to complete the Delayed Filings, as well as any additional filings delayed thereafter.
During this plan period, NYSE
Regulation will periodically review the Company’s compliance with the milestones outlined in its submission. If the Company does
not make progress toward becoming current in its SEC filings during the plan period or does not complete its business combination by December
14, 2024, NYSE Regulation staff may initiate delisting proceedings. The Company may appeal any such delisting determination.
In compliance with Sections
402 and 1009(e) of the NYSE American Company Guide, the Company is issuing this press release to inform its shareholders that its listing
is being continued under an extension, with a targeted completion date of December 14, 2024.
The Company intends to regain
compliance with the Exchange’s continued listing standards. There can be no assurance that the Company will ultimately regain compliance
with all applicable Exchange listing standards.
Item 7.01 Regulation FD Disclosure.
On October 21, 2024, the Company
issued a press release announcing the foregoing. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated
by reference herein.
The information in this Item
7.01 of this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1, shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, 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, except as shall be expressly
set forth by specific reference in any such filing.
Cautionary Statement
Regarding Forward-Looking Statements
This
Current Report on Form 8-K contains “forward-looking statements.” Any statements contained in this Current Report on Form
8-K that do not describe historical facts may constitute forward-looking statements. In some cases, you can identify forward-looking statements
by terminology such as “if,” “may,” “should,” “expects,” “plans,” “anticipates,”
“believes,” “estimates,” “predicts,” “potential” or “continue” or the negative
of these terms or other comparable terminology and include statements regarding the Filing Delinquency and whether the Company will regain
compliance with the Exchange’s continued listing standards. These forward-looking statements are based on information currently
available to the Company’s management as well as estimates and assumptions made by its management and are subject to risks and uncertainties
that may cause actual results, performance or developments to differ materially from those contained in the statements. These statements
are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause the Company’s or its
industry’s actual results, levels of activity or performance to be materially different from any future results, levels of activity
or performance expressed or implied by these forward-looking statements. These forward-looking statements are made as of the date of this
Current Report on Form 8-K, and the Company does not undertake an obligation to update these forward-looking statements after such date.
Item 9.01 Financial Statements and Exhibits
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: October 21, 2024
|
EVe Mobility Acquisition Corp |
|
|
|
|
By: |
/s/ Khairul Azmi Bin Ismaon |
|
Name: |
Khairul Azmi Bin Ismaon |
|
Title: |
Chief Executive Officer |
Exhibit 99.1
EVe Mobility Acquisition Corp Announces
Continued Listing on NYSE American Following
Compliance Extension
SANTA MONICA, CA, Oct. 21, 2024 (GLOBE NEWSWIRE)
-- EVe Mobility Acquisition Corp (NYSE American: EVE), a Cayman Islands exempted company (“EVe” or the “Company”),
announced today that on October 16, 2024, the Company received a written late extension request acceptance letter from the NYSE American
LLC (“NYSE American” or the “NYSE Regulation”), because it is not in compliance with the continued listing standards
of the NYSE American. Specifically, the Company has not met the requirements set forth in Sections 134 and 1101 of the NYSE American
Company Guide due to its delayed filings of the Form 10-K for the year ended December 31, 2023, and its Form 10-Qs for the periods ended
March 31, 2024, and June 30, 2024 (the “Delayed Filings”).
In accordance with Section 1007 of the Company
Guide, the Company submitted an extension request after being unable to cure the filing deficiencies within the initial six-month period
of the 12-month cure period. NYSE Regulation has reviewed and accepted the Company’s request, granting an extended plan period through
December 14, 2024, to complete the Delayed Filings, as well as any additional filings delayed thereafter.
During this plan period, NYSE Regulation will
periodically review the Company’s compliance with the milestones outlined in its submission. If the Company does not make progress
toward becoming current in its SEC filings during the plan period or does not complete its business combination by December 14, 2024,
NYSE Regulation staff may initiate delisting proceedings. The Company may appeal any such delisting determination.
In compliance with Sections 402 and 1009(e) of
the NYSE American Company Guide, the Company is issuing this press release to inform its shareholders that its listing is being continued
under an extension, with a targeted completion date of December 14, 2024.
About EVe
EVe Mobility Acquisition Corp is a blank check
company whose business purpose is to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business
combination with one or more businesses.
Forward Looking-Statements
Certain statements made in this press release
are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private
Securities Litigation Reform Act of 1995. When used in this press release, the words “estimates,” “projected,”
“expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,”
“seeks,” “may,” “will,” “should,” “future,” “propose” and variations
of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking
statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of
known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside EVe’s control, that could
cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Many factors could cause
actual future events to differ materially from the forward-looking statements in this document, including but not limited to: the ability
of the Company to file timely file its required annual and quarterly reports with the SEC; the ability of the Company to regain compliance
with NYSE American continued listing standards and maintain the listing of the Company’s securities on a national securities exchange.
EVe undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events
or otherwise, except as required by law.
Contact:
info@evemobility.com
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