UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
The description of the Second Working Capital Note (as defined below) and related transactions set forth in Item 2.03 to this Current Report on Form 8-K, and Exhibit 10.1 filed herewith, are incorporated into this Item 1.01 by reference
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
As previously disclosed, on February 8, 2023, the Company issued an unsecured promissory note (the “First Working Capital Note”) in the amount of $90,000.00 to ATAC Sponsor LLC, sponsor of the Company (the “Sponsor”), in exchange for the Sponsor depositing such amounts in the Company’s working capital account, in order to provide the Company with additional working capital.
On April 6, 2023, the Company issued an unsecured promissory note (the “Second Working Capital Note”) in the amount of $100,000.00 to the Sponsor, in exchange for the Sponsor depositing such amounts in the Company’s working capital account, in order to provide the Company with additional working capital. The Second Working Capital Note does not bear interest, and matures (subject to the waiver against trust provisions) upon the earlier of (i) two (2) days following the date on which the Company’s initial business combination is consummated and (ii) the date of the liquidation of the Company.
The Second Working Capital Note was issued pursuant to an exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”).
The foregoing description of the Second Working Capital Note is only a summary and is qualified in its entirety by the Second Working Capital Note, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
As previously disclosed, on March 3, 2023, the Company issued an unsecured promissory note to the Sponsor, with a principal amount equal to $810,000.00 (the “Extension Note”). On April 6, 2023, pursuant to the Extension Note, the Company delivered to the Sponsor a written request to draw down $135,000.00 for the purpose of extending the date by which the Company has to consummate a business combination (the “Combination Period”). Upon this written request, the Sponsor deposited $135,000.00 to the Company’s Trust Account.
| Item 8.01 | Other Events |
The Company extended the Combination Period from April 9, 2023 to May 9, 2023, by depositing $135,000.00 into the Trust Account on April 6, 2023, as described in Item 2.03 of this Current Report on Form 8-K. The Company issued the release filed herewith on April 7, 2023. The materials attached as Exhibit 99.1 are incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibits are filed with this report, except Exhibit 99.1 hereto, which shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Exhibit No. |
Description | |
| 10.1 | Promissory Note to ATAC Sponsor LLC | |
| 99.1 | Press Release | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 7, 2023
| Aurora Technology Acquisition Corp. | ||
| By: | /s/ Zachary Wang | |
| Name: | Zachary Wang | |
| Title: | Chief Executive Officer and Chairman | |