0001821812
false
0001821812
2023-07-12
2023-07-12
0001821812
SCAQ:UnitsEachConsistingOfOneShareOfClassCommonStockAndOnethirdOfOneRedeemableWarrantMember
2023-07-12
2023-07-12
0001821812
SCAQ:ClassCommonStockParValue0.0001PerShareMember
2023-07-12
2023-07-12
0001821812
SCAQ:RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50Member
2023-07-12
2023-07-12
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): July 12, 2023
Stratim Cloud Acquisition Corp.
(Exact name of
registrant as specified in its charter)
Delaware |
|
001-40191 |
|
85-2547650 |
(State or other jurisdiction |
|
(Commission File Number) |
|
(I.R.S. Employer |
of incorporation) |
|
|
|
Identification No.) |
100 West Liberty Street, Suite 100 |
|
|
Reno, Nevada |
|
89501 |
(Address of principal executive offices) |
|
(Zip Code) |
(775) 318-3629
(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
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-third of one redeemable warrant |
|
SCAQU |
|
The Nasdaq Stock Market LLC |
Class A common stock, par value $0.0001 per share |
|
SCAQ |
|
The Nasdaq Stock Market LLC |
Redeemable warrants, each whole warrant exercisable
for one share of Class A common stock at an exercise price of $11.50 |
|
SCAQW |
|
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; Transfer of Listing.
As previously disclosed,
on June 28, 2023, Stratim Cloud Acquisition Corp. (the “Company”) entered into a Termination and Release Agreement
(the “Termination Agreement”) by and among the Company, Force Pressure Control, LLC, a Texas limited liability company
(“Force”) and each of the individuals listed on the signature page of thereto (the “Force Members”),
pursuant to which, among other things, the parties agreed to mutually terminate, effectively immediately, the Membership Interests Purchase
Agreement, dated as of March 21, 2023, by and among the Company, Force and the Force Members.
As a result of
the termination of the Purchase Agreement, the Company will not be able to consummate an initial business combination by September 16,
2023, and pursuant to the Company’s Amended and Restated Certificate of Incorporation, the Company’s Board of Directors (the
“Board”) has determined to (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably
possible but not more than ten business days thereafter, redeem the shares of the Company’s Class A common stock, par value $0.0001
per share (“Class A Common Stock”), at a per-share price, payable in cash, equal to the aggregate amount then on deposit
in the trust account, including interest earned on the funds held in the trust account (which interest shall be less taxes payable and
up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding shares of the Class A Common Stock,
which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further
liquidation distributions, if any) and (iii) as promptly as reasonably possible following such redemption, subject to the approval of
the holders of the Company’s Class B common stock and the Board, liquidate and dissolve.
The Company expects that the last day of trading
of the Company’s shares of Class A Common Stock, redeemable warrants to purchase shares of Class A Common Stock (the “Redeemable
Warrants”) and units, each unit consisting of one share of Class A Common Stock and one-third of one Redeemable Warrant (the
units, together with the Class A Common Stock and the Redeemable Warrants, the “Securities”) on the Nasdaq Stock Market
LLC (“Nasdaq”) will be July 13, 2023. The Company expects that that Nasdaq will thereafter file with the U.S. Securities
and Exchange Commission (the “SEC”) a Form 25 Notification of Removal from Listing and/or Registration (“Form
25”) to delist and deregister the Company’s Securities under Section 12(b) of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”). As a result, the Securities will no longer be listed on Nasdaq. The Company thereafter
intends to file a Form 15 Certification and Notice of Termination of Registration with the SEC, requesting that the Company’s reporting
obligations under Sections 13 and 15(d) of the Exchange Act be terminated with respect to the Securities.
Item 8.01 Other Events.
The information set
forth above in Item 3.01 of this Current Report on Form 8-K is incorporated by reference herein.
In order to provide for the disbursement of funds from the Company’s
trust account, the Company will instruct Continental Stock Transfer & Trust Company, as trustee, to take all necessary actions to
liquidate the securities held in the trust account. The proceeds thereof, less $100,000 of interest to pay dissolution expenses and net
of taxes payable, will be held in a trust operating account while awaiting disbursement to the holders of the Class A Common Stock (the
“Redemption Amount”). All other costs and expenses associated with implementing the Company’s plan of dissolution
will be funded from proceeds held outside of the trust account. The Company anticipates that (i) its shares of the Class A Common Stock,
as well as its publicly traded units and warrants, will cease trading as of the close of business on July 13, 2023 and (ii) the Redemption
Amount will be paid on July 27, 2023, to holders of the shares of the of the Class A Common Stock outstanding at the close of business
on July 13, 2023, without any required action on their part, at which point such shares shall be deemed canceled and will represent only
the right to receive the Redemption Amount. Following such redemption, the shares of the Class A Common Stock will no longer be outstanding
and the Company’s warrants will expire in accordance with their terms upon the liquidation of the Company. Beneficial owners of
the shares of the Class A Common Stock held in “street name,” will not need to take any action in order to receive their pro
rata portion of the Redemption Amount. Holders of registered shares of the Class A Common Stock will need to present their respective
shares of the Class A Common Stock to the Company’s transfer agent, Continental Stock Transfer & Trust Company, to receive their
pro rata portion of the Redemption Amount.
Forward-Looking
Statements
This Current Report
on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, that involve risks, uncertainties, and assumptions that are difficult to predict.
All statements other than statements of historical fact contained in this Current Report on Form 8-K, including statements regarding
future events, our future financial performance, business strategy, and plans and objectives of management for future operations, are
forward-looking statements. The Company has attempted to identify forward-looking statements by terminology including “anticipates,”
“believes,” “can,” “continue,” “could,” “estimates,” “expects,”
“intends,” “may,” “plans,” “potential,” “predicts,” or “should,”
or the negative of these terms or other comparable terminology. The forward-looking statements made herein are based on the Company’s
current expectations and assumptions about future events and are based on currently available information as to the outcome and timing
of future events. Actual results could differ materially from those described or implied by such forward-looking statements as a result
of various important factors, including, without limitation, its limited operating history, competitive factors in the Company’s
and Force’s industry and market, and other general economic conditions. The forward-looking statements made herein are based on
the Company’s current expectations, assumptions, and projections, which could be incorrect. The forward-looking statements made
herein speak only as of the date of this Current Report on Form 8-K and the Company undertakes no obligation to update publicly such
forward-looking statements to reflect subsequent events or circumstances, except as otherwise required by law. The Company cautions you
that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many
of which are beyond the control of the Company. Additional information concerning these and other factors that may impact the operations
and projections discussed herein can be found in the Company’s periodic filings with the SEC, including its Annual Report on Form
10-K for the fiscal year ended December 31, 2022, and its subsequent Quarterly Report on Form 10-Q. The Company’s SEC filings are
available publicly on the SEC’s website at http://www.sec.gov.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit
No. |
|
Description |
|
|
|
104 |
|
Cover Page Interactive Data File (embedded within
the Inline XBRL document) |
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.
|
Stratim Cloud Acquisition Corp. |
|
|
|
By: |
/s/ Sreekanth Ravi |
Date: July 12, 2023 |
|
Name: |
Sreekanth Ravi |
|
|
Title: |
Chief Executive Officer |
3
v3.23.2
Cover
|
Jul. 12, 2023 |
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Jul. 12, 2023
|
Entity File Number |
001-40191
|
Entity Registrant Name |
Stratim Cloud Acquisition Corp.
|
Entity Central Index Key |
0001821812
|
Entity Tax Identification Number |
85-2547650
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
100 West Liberty Street
|
Entity Address, Address Line Two |
Suite 100
|
Entity Address, City or Town |
Reno
|
Entity Address, State or Province |
NV
|
Entity Address, Postal Zip Code |
89501
|
City Area Code |
775
|
Local Phone Number |
318-3629
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Entity Emerging Growth Company |
true
|
Elected Not To Use the Extended Transition Period |
false
|
Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant |
|
Title of 12(b) Security |
Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant
|
Trading Symbol |
SCAQU
|
Security Exchange Name |
NASDAQ
|
Class A common stock, par value $0.0001 per share |
|
Title of 12(b) Security |
Class A common stock, par value $0.0001 per share
|
Trading Symbol |
SCAQ
|
Security Exchange Name |
NASDAQ
|
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 |
|
Title of 12(b) Security |
Redeemable warrants, each whole warrant exercisable
for one share of Class A common stock at an exercise price of $11.50
|
Trading Symbol |
SCAQW
|
Security Exchange Name |
NASDAQ
|
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 2 such as Street or Suite number
+ References
+ Details
Name: |
dei_EntityAddressAddressLine2 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(b) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the Exchange on which a security is registered.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Section 14a -Number 240 -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=SCAQ_UnitsEachConsistingOfOneShareOfClassCommonStockAndOnethirdOfOneRedeemableWarrantMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=SCAQ_ClassCommonStockParValue0.0001PerShareMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=SCAQ_RedeemableWarrantsEachWholeWarrantExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50Member |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
Stratim Cloud Acquisition (NASDAQ:SCAQU)
Historical Stock Chart
From Apr 2024 to May 2024
Stratim Cloud Acquisition (NASDAQ:SCAQU)
Historical Stock Chart
From May 2023 to May 2024