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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):   December 23, 2021

 

Ackrell SPAC Partners I Co.

(Exact name of registrant as specified in its charter)

 

Delaware   001-39821   83-3237047
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

2093 Philadelphia Pike #1968

Claymont, DE 19703 

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (650) 560-4753

 

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 subunit and one-half of one warrant   ACKIU   The Nasdaq Stock Market LLC
Subunits included as part of the units, each consisting of one share of common stock, $.0001 par value, and one-half of one warrant   ACKIT   The Nasdaq Stock Market LLC
Redeemable warrants   ACKIW   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  

 

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 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On December 23, 2021, Ackrell SPAC Partners I Co. (the “Company”) issued an unsecured promissory note (the “Note”) in the principal amount of $1,380,000 to Ackrell SPAC Sponsors I LLC (the “Sponsor”). The Note is non-interest bearing and payable in cash upon the closing of the Company’s initial business combination. In the event that the Company fails to complete an initial business combination prior to the deadline set forth in its governing document, no payment will be due under the Note and the principal balance of this Note will be forgiven.

 

In connection with the issuance of the Note, on the same day, the Company deposited an aggregate of $1,380,000 (the “Extension Payment”) into the trust account of the Company for its public stockholders, representing $0.10 per public unit, which enables the Company to extend the period of time it has to consummate its initial business combination by three months from December 23, 2021 to March 23, 2022 (the “Extension”). The Extension Payment was funded by proceeds from the Note, which amount was borrowed by the Sponsor from North Atlantic Imports, LLC, a Utah limited liability company d/b/a Blackstone Products, which entered into a business combination agreement with the Company, among others, on December 22, 2021. The Extension is the first of up to two three-month extensions permitted under the Company’s governing documents.

 

A copy of the Note is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The disclosure set forth in this Item 2.03 is intended to be a summary only and is qualified in its entirety by reference to the Note.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
     
10.1*   Promissory Note, dated December 23, 2021, issued by Ackrell SPAC Partners I Co. to Ackrell SPAC Sponsors I LLC.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

* Exhibit A to this exhibit has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The Company hereby agrees to furnish a copy of the omitted exhibit to the SEC upon request. 

 

 

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.

 

  ACKRELL SPAC PARTNERS I CO.
     
Date: December 28, 2021 By: /s/ Long Long
    Name:  Long Long
    Title: Chief Financial Officer

 

 

 

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