Current Report Filing (8-k)
June 06 2023 - 4:24PM
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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): June 2, 2023
ATLANTIC COASTAL ACQUISITION
CORP.
(Exact name of registrant
as specified in its charter)
| Delaware |
|
001-40158 |
|
85-4178663 |
(State
or Other Jurisdiction of
Incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer Identification
No.) |
6
St Johns Lane,
Floor
5
New
York, NY |
|
10013 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
(248)
890-7200
(Registrant’s telephone
number, including area code)
N/A
(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 obligations 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) |
| ¨ |
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, $0.0001 par value, and one-third of one redeemable warrant |
|
ACAHU |
|
The
Nasdaq Stock Market LLC |
| Shares
of Class A common stock included as part of the units |
|
ACAH |
|
The
Nasdaq Stock Market LLC |
| Warrants
included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 |
|
ACAHW |
|
The
Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth
company as defined in 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 1.01
Entry into a Definitive Material Agreement.
The disclosure contained in Item 2.03 is incorporated
by reference in this Item 1.01.
Item 2.03 Creation of a Direct Financial Obligation
or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On June 2, 2023, Atlantic Coastal Acquisition
Corp. (the “Company”) issued a non-interest bearing, unsecured promissory note in the aggregate principal amount of $80,000
(the "Note") to Atlantic Coastal Acquisition Management LLC, the Company’s initial public offering sponsor (the “Sponsor”).
The $80,000 was deposited into the Company’s trust account (the “Trust Account”) in order to extend the amount of time
that the Company has available to complete a business combination (the “Business Combination Period”). Upon the closing of
a business combination by the Company, the Sponsor may elect to either receive repayment under the Note or to convert all or a portion
of the amount loaned under the Note into Class A common stock of the Company at a price equal to $10.00 per share. In the event that the
Company does not complete a business combination, the amount loaned under the Note will be repaid to the Sponsor only from funds held
outside the Trust Account or will be forfeited, eliminated, or otherwise forgiven. The Note is filed herewith as Exhibit 10.1 to this
report on Form 8-K.
Item 8.01 Other Events.
On June 2, 2023, by resolution of the board of
directors of the Company, the Company extended the expiration date of the Business Combination Period from June 8, 2023 to July 8, 2023.
On June 6, 2023, the Company issued a press release announcing the extension. The press release is filed herewith as Exhibit 99.1 to this
report on Form 8-K.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits
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 6, 2023
| |
ATLANTIC COASTAL ACQUISITION CORP. |
| |
|
|
| |
|
|
| |
By: |
/s/ Shahraab Ahmad |
| |
|
Shahraab Ahmad |
| |
|
Chief Executive Officer |
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