0001104659-24-077841.txt : 20240703 0001104659-24-077841.hdr.sgml : 20240703 20240703172453 ACCESSION NUMBER: 0001104659-24-077841 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240627 FILED AS OF DATE: 20240703 DATE AS OF CHANGE: 20240703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Smart Dine, LLC CENTRAL INDEX KEY: 0001845539 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40055 FILM NUMBER: 241100977 BUSINESS ADDRESS: STREET 1: 30 WEST STREET, NO. 28F CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-608-2923 MAIL ADDRESS: STREET 1: 30 WEST STREET, NO. 28F CITY: NEW YORK STATE: NY ZIP: 10004 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Bite Acquisition Corp. CENTRAL INDEX KEY: 0001831270 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 853307316 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 720 N. STATE STREET CITY: CHICAGO STATE: IL ZIP: 60654 BUSINESS PHONE: 347-685-5236 MAIL ADDRESS: STREET 1: 720 N. STATE STREET CITY: CHICAGO STATE: IL ZIP: 60654 4 1 tm2418866-1_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2024-06-27 1 0001831270 Bite Acquisition Corp. BITE 0001845539 Smart Dine, LLC 720 N. STATE STREET CHICAGO IL 60654 0 0 1 0 0 Common stock, par value $0.0001 per share 2024-06-27 4 J 0 520000 A 5450001 D Common stock, par value $0.0001 per share 2024-06-27 4 J 0 150000 A 5600001 D Common stock, par value $0.0001 per share 2024-06-27 4 J 0 3306385 D 2293616 D Common stock, par value $0.0001 per share 2024-06-28 4 D 0 2293616 D 0 D Warrants 11.50 2024-06-27 4 J 0 260000 A 2024-07-28 2029-06-28 Common Stock 260000 260000 D Warrants 11.50 2024-06-27 4 J 0 75000 A 2024-07-28 2029-06-28 Common Stock 75000 335000 D Warrants 11.50 2024-06-27 4 J 0 104000 D 2024-07-28 2029-06-28 Common Stock 104000 231000 D Warrants 11.50 2024-06-28 4 D 0 231000 D 2024-07-28 2029-06-28 Common Stock 231000 0 D In connection with the consummation of the business combination (the "Business Combination") by and among the Issuer, Above Food Ingredients Inc. ("TopCo"), Above Merger Sub, Inc. ("Merger Sub"), and Above Food Corp. ("Above Food"), pursuant to that certain business combination agreement, dated as of April 29, 2023 (as amended on March 12, 2024, the "Business Combination Agreement"), 520,000 private units held by the Reporting Person were separated into 520,000 shares of common stock, par value $0.0001, of the Issuer (the "Common Stock") and 260,000 warrants, with each whole warrant exercisable for one share of common stock of the Issuer (the "Warrants"). In connection with the consummation of the Business Combination and pursuant to an amended and restated promissory note dated as of June 27, 2024, by and between the Issuer and the Reporting Person (the "Note"), $1,500,000 of the principal balance outstanding under the Note was converted to 1,500,000 units of the Issuer (the "Working Capital Units") at the conversion price of $10.00 per unit, with each unit consisting of one share of Common Stock and one-half of one Warrant. The Working Capital Units were subsequently separated into 150,000 shares of Common Stock and 75,000 Warrants. In connection with the consummation of the Business Combination, the Reporting Person transferred an aggregate of 3,306,385 shares of Common Stock and 104,000 Warrants of the Issuer to certain third parties as payment of services. Disposed in exchange for common shares and warrants of TopCo in connection with the consummation of the Business Combination. The securities are held directly by the Reporting Person and indirectly by Alberto Ardura Gonzalez, as the manager of the Reporting Person. Alberto Ardura Gonzalez disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. /s/ Jason T. Simon, Attorney-in-Fact 2024-07-03