Current Report Filing (8-k)
14 January 2023 - 09:02AM
Edgar (US Regulatory)
false 0001822366 0001822366 2023-01-09
2023-01-09 0001822366 us-gaap:WarrantMember 2023-01-09 2023-01-09
0001822366 us-gaap:CommonStockMember 2023-01-09 2023-01-09
0001822366 altu:ClassACommonStockAndWarrantsMember 2023-01-09
2023-01-09
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 9,
2023
Altitude Acquisition Corp.
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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001-39772 |
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85-2533565 |
(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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400 Perimeter Center Terrace Suite 151, Atlanta,
Georgia
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30346 |
(Address of Principal Executive
Offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (800)
950-2950
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 (see General Instruction A.2.
below):
☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Units, each consisting of one share of Class A common stock,
par value $0.0001, and one-half of one redeemable warrant |
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ALTUU |
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The
Nasdaq Stock Market LLC |
Class A common stock, par value $0.0001 per share |
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ALTU |
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The
Nasdaq Stock Market LLC |
Redeemable warrants, each warrant exercisable for one share of
Class A common stock, each at an exercise price of $11.50 per
share |
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ALTUW |
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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 3.01 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard.
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On January 9, 2023, Altitude Acquisition Corp. (the
“Company”) received
a notice from the Listing Qualifications Department of The Nasdaq
Stock Market (“Nasdaq”) stating that the
Company failed to hold an annual meeting of stockholders within 12
months after its fiscal year ended December 31, 2021, as
required by Nasdaq Listing Rule 5620(a). In accordance with Nasdaq
Listing Rule 5810(c)(2)(G), the Company has 45 calendar days (or
until February 23, 2023) to submit a plan to regain compliance
and, if Nasdaq accepts the plan, Nasdaq may grant the Company up to
180 calendar days from its fiscal year end, or until June 29,
2023, to regain compliance. The Company intends to submit a
compliance plan within the specified period. While the plan is
pending, the Company’s securities will continue to trade on
Nasdaq.
Cautionary Note Regarding Forward
Looking Statements
Statements contained in this Current Report on Form 8-K that are not historical facts may
be forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. Forward-looking statements
generally relate to future events or the Company’s future financial
or operating performance. In some cases, you can identify
forward-looking statements because they contain words such as
“may,” “will,” “should,” “expects,” “plans,” “anticipates,”
“could,” “intends,” “target,” “projects,” “contemplates,”
“believes,” “estimates,” “predicts,” “potential” or “continue” or
the negative of these words or other similar terms or expressions
that concern the Company’s expectations, strategy, plans or
intentions. Such forward-looking statements may relate to, among
other things, the Company’s continued efforts and ability to regain
and maintain compliance with the Nasdaq Listing Rules. Such
forward-looking statements do not constitute guarantees of future
performance and are subject to a variety of risks and
uncertainties. The Company does not undertake any obligation to
update forward-looking statements as a result of new information,
future events or developments or otherwise.
1
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.
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Dated: January 13, 2023 |
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ALTITUDE ACQUISITION
CORP. |
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By: |
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/s/ Gary Teplis
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Gary Teplis |
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Chief Executive Officer |
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