Additional Proxy Soliciting Materials (definitive) (defa14a)
September 13 2022 - 9:39AM
Edgar (US Regulatory)
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): September
9, 2022
Global Consumer Acquisition Corp.
(Exact Name of Registrant as Specified in its Charter)
Delaware |
|
001-40468 |
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86-1229973 |
(State or other jurisdiction of
incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
1926 Rand Ridge Court
Marietta, GA 30062
(Address
of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including
area code: (404) 939-9419
(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) |
| x | 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 common stock, par value $0.0001 per share and one-half of one warrant |
|
GACQU |
|
The Nasdaq Stock Market LLC |
|
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|
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Common stock, par value $0.0001 per share |
|
GACQ |
|
The Nasdaq Stock Market LLC |
|
|
|
|
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Redeemable warrants |
|
GACQW |
|
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 (17 CFR §230.405) or Rule 12b-2 of the Securities
Exchange Act of 1934 (17 CFR §240.12b-2).
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 Material Definitive 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 September 9, 2022, Global Consumer Acquisition
Corp. (the “Company”) issued an unsecured promissory note in the aggregate principal amount of $1,826,300 (the “Note”)
to Global Consumer Acquisition LLC, the Company’s initial public offering sponsor (“Sponsor”), in exchange for Sponsor
depositing such amount into the Company’s trust account in order to extend the amount of time it has available to complete a business
combination. The Note does not bear interest and matures upon closing of a business combination by the Company, provided, however, that
the Note will not be repaid in the event that the Company is unable to close a business combination unless there are funds available outside
of the Company’s trust account to do so. In addition, the Note may be converted at the closing of a business combination by the
Company by the holder into private units of the Company identical to the public units issued in the Company’s initial public offering
at a price of $10.00 per unit.
Item 8.01 Other Events
The Company issued the release filed herewith on September 12, 2022.
The materials attached as Exhibit 99.1 are incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
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.
Dated: September 12, 2022 |
GLOBAL CONSUMER ACQUISITION CORP. |
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|
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By: |
/s/ Rohan Ajila |
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Name: |
Rohan Ajila |
|
Title: |
Chief Executive Officer |
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