BROOKLINE CAPITAL ACQUISITION CORP. : Creation of Direct Financial Obligation or Obligation Under Off-Balance Sheet Arrangement of Registrant, Unregistered Sale of Equity Securities, Other Events, Financial Statements and Exhibits (Form 8-K)
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under a
Off-balance sheet arrangement of a registrant.
The Extension Note and the Working Capital Note bear no interest and are repayable in full upon completion of the business combination previously announced by the Company and disclosed in its current report on Form 8-K as filed with the
A copy of each of the Extension Note and the Working Capital Note are attached as Exhibits 10.1 and 10.2, respectively, to this current Report on Form 8-K and are incorporated herein by reference. The disclosure as set forth in this Section 2.03 is intended to be a summary only and is fully qualified by reference to each such note.
Item 3.02 Unrecorded Sales of
The information set forth in Section 2.03 of this Current Report on Form 8-K is incorporated by reference into this Section 3.02. A total of 42,477 private placement units of the Company would be issued if the entire principal balance of the working capital note were converted. The warrants forming part of the Units would be exercisable, subject to the terms and conditions of the warrant and during the exercise period provided for in the warrant agreement governing the warrants. The Company relied on Section 4(a)(2) of the Securities Act of 1933, as amended, in connection with the issuance and sale of the convertible promissory note, as it was issued at a sophisticated investor with no view to distribution, and has not been issued by way of general solicitation or advertisement.
Section 8.01 Other Events.
A copy of the press release issued by the Company announcing the extension of the time for the Company to complete its proposed transaction is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial statements and supporting documents.
(d) Exhibits: Exhibit Description 10.1 Promissory Note dated
May 2, 2022issued in favor of Brookline Capital Holdings, LLC10.2 Promissory Note dated May 2, 2022issued in favor of Brookline Capital Holdings, LLC99.1 Press release dated May 2, 2022104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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