Current Report Filing (8-k)
21 October 2021 - 7:37AM
Edgar (US Regulatory)
0001836967
false
0001836967
2021-10-20
2021-10-20
0001836967
KURI:UnitsEachConsistingOfOneShareOfClassCommonStockAndOneFourthOfOneRedeemableWarrantMember
2021-10-20
2021-10-20
0001836967
KURI:ClassCommonStockParValue0.0001PerShareMember
2021-10-20
2021-10-20
0001836967
KURI:RedeemableWarrantsEachWarrantExercisableForOneShareOfClassCommonStockEachAtExercisePriceOf11.50PerShareMember
2021-10-20
2021-10-20
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):
October 20, 2021
ALKURI GLOBAL ACQUISITION CORP.
(Exact name of registrant as specified in its charter)
|
Delaware
|
001-40011
|
85-4768339
|
(State or other jurisdiction
of incorporation)
|
(Commission
File Number)
|
(IRS Employer
Identification No.)
|
4235 Hillsboro Pike, Suite 300
Nashville, TN 37215
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (615) 632-0303
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 share of Class A common stock and one fourth of one redeemable warrant
|
|
KURIU
|
|
The Nasdaq Stock Market LLC
|
|
|
|
|
|
|
|
Class A common stock, par value $0.0001 per share
|
|
KURI
|
|
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
|
|
KURIW
|
|
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 5.07. Submission of Matters to a Vote of Security Holders.
On October 20, 2021, Alkuri
Global Acquisition Corp. (the “Company”) held its special meeting (the “Special Meeting”) of stockholders.
At the Special Meeting, the Company’s stockholders approved (1) the proposal to approve the business combination (the “Business
Combination”), including the Merger Agreement, dated as of June 3, 2021, by and among Babylon Holdings Ltd. (“Babylon”),
the Company, Liberty USA Merger Sub, Inc. (“Merger Sub”), Dr. Ali Parsadoust (the “Founder”), and Alkuri
Sponsors LLC (“Sponsor”), and the related agreements and transactions contemplated thereby (the “Business
Combination Proposal”), (2) the Babylon Holdings Ltd. 2021 Equity Incentive Plan (the “2021 Plan” and such
proposal, the “Equity Plan Proposal”), and (3) the adjournment of the Special Meeting to a later date or dates, if
necessary, if the parties are not able to consummate the Business Combination (the “Adjournment Proposal”). The affirmative
vote of at least a majority of the outstanding shares of Alkuri’s Class A common stock, par value $0.0001 per share (“Alkuri
Class A Common Stock”), and Class B common stock (“Alkuri Class B Common Stock,” and together with the Alkuri
Class A Common Stock, the “Alkuri Common Stock”) present and entitled to vote at the Special Meeting was required
to approve the Business Combination Proposal.
Set forth below are the final
voting results for the Business Combination Proposal, the Equity Plan Proposal, and the Adjournment Proposal.
Business Combination Proposal
The Business Combination Proposal
was approved, approving the Business Combination, including the Merger Agreement, dated as of June 3, 2021, by and among Babylon, the
Company, Merger Sub, the Founder, and Sponsor, and the related agreements and transactions contemplated thereby. The voting results of
the Alkuri Common Stock were as follows:
|
For
|
|
Against
|
|
Withheld
|
|
30,577,965
|
|
1,242,574
|
|
227,387
|
Equity Plan Proposal
The Equity Plan Proposal was
approved, approving the 2021 Plan. The voting results of the Alkuri Common Stock were as follows:
|
For
|
|
Against
|
|
Withheld
|
|
28,933,406
|
|
2,884,339
|
|
230,181
|
Adjournment Proposal
The Adjournment Proposal was
approved, approving the adjournment of the Special Meeting to a later date or dates, if necessary, if the parties were not able to consummate
the Business Combination. The voting results of the Alkuri Common Stock were as follows:
|
For
|
|
Against
|
|
Withheld
|
|
29,862,570
|
|
1,956,634
|
|
228,722
|
Based on the results of the Special Meeting, and subject to the satisfaction or waiver of certain other closing conditions, the Business
Combination is expected to be consummated on or around October 21, 2021. Following the consummation of the Business Combination, the ordinary
shares and warrants of Babylon Holdings Ltd. are expected to begin trading on the New York Stock Exchange under the symbols “BBLN” and
“BBLN.W,” respectively, on or about October 22, 2021.
Item 8.01. Other Events.
On
October 20, 2021, the Company issued a press release (the “Press Release”) announcing the results of Special
Meeting.
A
copy of the Press Release is attached as Exhibit 99.1 and is incorporated by reference into this Item 8.01.
Item 9.01 Financial Statements and Exhibits.
|
Exhibit No.
|
|
Description
|
|
|
99.1
|
|
Press Release
|
|
104
|
|
Cover Page Interactive Data File (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.
|
|
ALKURI GLOBAL ACQUISITION CORP.
|
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Rich Williams
|
|
|
|
Name:
|
Rich Williams
|
|
|
|
Title:
|
Chief Executive Officer
|
|
Date: October 20, 2021
|
|
|
|
Ark Global Acquisition (NASDAQ:ARKIU)
Historical Stock Chart
From Mar 2024 to Apr 2024
Ark Global Acquisition (NASDAQ:ARKIU)
Historical Stock Chart
From Apr 2023 to Apr 2024
