Current Report Filing (8-k)
21 June 2023 - 6:06AM
Edgar (US Regulatory)
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2023-06-13
2023-06-13
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CBRGU:UnitseachconsistingofoneClassAordinaryshareandonehalfofoneredeemableWarranttoacquireoneClassAordinaryshareMember
2023-06-13
2023-06-13
0001845149
us-gaap:CommonClassAMember
2023-06-13
2023-06-13
0001845149
CBRGU:RedeemableWarrantseachwholewarrantexercisableforoneClassAordinaryshareatanexercisepriceofDollar11.50Member
2023-06-13
2023-06-13
iso4217:USD
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iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13
or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date
of earliest event reported): June 13, 2023
Chain Bridge I
(Exact name of registrant
as specified in its charter)
Cayman Islands |
|
001-41047 |
|
98-1578955 |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
330 Primrose Road, Suite 500
Burlingame, California |
|
94010 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: (202) 656-4257
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 Class A ordinary share and one-half of one redeemable Warrant to acquire one Class A ordinary
share |
|
CBRGU |
|
The Nasdaq Global Market |
Class
A ordinary shares, par value $0.0001 per share |
|
CBRG |
|
The Nasdaq Global Market |
Redeemable
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
CBRGW |
|
The Nasdaq Global Market |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities
Exchange Act of 1934.
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 3.01 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On June 13, 2023, Chain Bridge I (the
“Company”), received a written notice from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”)
indicating that since the Company's aggregate market value of its outstanding warrants was less than $1 million, the Company was no longer
in compliance with the Nasdaq Global Market continued listing criteria set forth in Listing Rule 5452(b)(C), which requires the Company
to maintain an aggregate market value of its outstanding warrants of at least $1 million (the “Notice”). The Notice additionally
indicates that the Company, pursuant to the Listing Rules, has 45 calendar days, or until July 28, 2023, to submit a plan to regain
compliance. If Nasdaq accepts the Company's plan, the Company will have 180 calendar days from the date of the Notice, or until December 10,
2023, to evidence compliance. If Nasdaq were to reject the Company's plan, Nasdaq rules permit the Company to appeal the decision
to a hearings panel.
The Notice serves only as a notification of
deficiency, not of imminent delisting, and has no current effect on the listing or trading of the Company's warrants on the Nasdaq Global
Market. Additionally, the Notice relates only to the Company's warrants and will have no effect on the listing or trading of the Company's
Class A ordinary shares. While the Company can provide no assurances as to timing, the Company intends to take action to submit a
plan to regain compliance within the 45 calendar day submission period, and, if Nasdaq accepts the plan to regain compliance, to subsequently
regain compliance with Rule 5452(b)(C) within the 180 calendar day compliance period. While the Company is exercising diligent
efforts to maintain the listing of its warrants on Nasdaq Global Market, there can be no assurance that the Company will be able to regain
or maintain compliance with Nasdaq Global Market aggregate market value of outstanding warrants requirement. In addition, if the Company
does not meet the aggregate market value of outstanding warrants requirement by the end of the 180 calendar day compliance period, Nasdaq
could provide notice that the Company's warrants will become subject to delisting. In the event the Company receives notice that its warrants
are being delisted, Nasdaq rules permit the Company to appeal any delisting determination by the Nasdaq staff to a hearings panel.
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: June 20, 2023
|
CHAIN BRIDGE I |
|
|
|
By: |
/s/ Michael Rolnick |
|
Name: |
Michael Rolnick |
|
Title: |
Chief Executive Officer |
Chain Bridge I (NASDAQ:CBRG)
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