On September 16, 2021, Cerberus Telecom Acquisition Corp., a Cayman Islands exempted company (the Company or
CTAC) and KORE issued a press release (the Press Release) announcing that the special meeting of its stockholders (the Special Meeting), originally scheduled for September 16, 2021, is
being postponed to September 22, 2021. As a result of this change, the Special Meeting will now be held at 10 a.m. Eastern Time on September 22, 2021, in person and virtually by live webcast. The Special Meeting will be held with respect
to the previously announced Agreement and Plan of Merger (as amended, the Merger Agreement) by and among the Company, King Pubco, Inc. (Pubco), a Delaware corporation and wholly owned subsidiary of Cerberus
Telecom Acquisition Holdings, LLC (the Sponsor), an affiliate of CTAC, King Corp Merger Sub, Inc. (Corp Merger Sub), a Delaware corporation and direct, wholly owned subsidiary of the Sponsor, King LLC Merger
Sub, LLC (LLC Merger Sub), a Delaware limited liability company and direct, wholly owned subsidiary of Pubco, and Maple Holdings Inc. (KORE), a Delaware corporation.
Pursuant to the Merger Agreement, the parties thereto will enter into a business combination transaction (the Business
Combination) pursuant to which, among other things, (i) CTAC will merge with and into LLC Merger Sub, with LLC Merger Sub being the surviving entity, (ii) the Sponsor will contribute 100% of its equity interests in Corp Merger
Sub to Pubco, as a result of which Corp Merger Sub will become a wholly owned subsidiary of Pubco, (iii) Corp Merger Sub will merge with and into KORE, with KORE being the surviving corporation and (iv) KORE will merge with and into LLC
Merger Sub, with LLC Merger Sub being the surviving entity and Pubco being the sole member of LLC Merger Sub.
The option of CTACs
public shareholders to tender and redeem their shares in connection with the Business Combination expired at 5:00 p.m., New York City time, on September 14, 2021 (such time and date, the Expiration Date). As of the Expiration
Date, according to information provided to the Company by Continental Stock Transfer & Trust Co., as information agent, approximately 90.39% of the public shareholders of the Company had tendered their shares for redemption. If the Business
Combination is not completed, these shares will not be redeemed.
A copy of the Press Release is attached as Exhibit 99.1 and incorporated
by reference herein.
Item 9.01.
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Financial Statements and Exhibits
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(d) Exhibits.
The
Exhibit Index is incorporated by reference herein.
Additional Information and Where to Find It
This Current Report on Form 8-K relates to a proposed transaction between CTAC and KORE. This Current
Report on Form 8-K does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which
such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. CTAC and Pubco filed a registration statement on Form S-4 with the SEC,
which includes a proxy statement of CTAC and a prospectus of Pubco, and CTAC will file other documents regarding the proposed transaction with the SEC. A definitive proxy statement/prospectus will also be sent to the shareholders of CTAC, seeking
required shareholder approval. Before making any voting or investment decision, investors and security holders of CTAC are urged to carefully read the entire registration statement and proxy statement/prospectus, when they become available, and any
other relevant documents filed with the SEC, as well as any amendments or supplements to these documents, because they will contain important information about the proposed transaction.
The documents filed by CTAC with the SEC may be obtained free of charge at the SECs website at www.sec.gov. In addition, the documents
filed by CTAC with the SEC may be obtained free of charge from CTACs website at www.cerberusacquisition.com or upon written request to Cerberus Telecom Acquisition Corp., 875 Third Avenue, New York, NY 10022.