Current Report Filing (8-k)
2023年2月4日 - 6:36AM
Edgar (US Regulatory)
0001852767
false
98-1704340
false
0001852767
2023-02-01
2023-02-01
0001852767
GLTA:UnitsMember
2023-02-01
2023-02-01
0001852767
GLTA:ClassAOrdinaryShareMember
2023-02-01
2023-02-01
0001852767
GLTA:WarrantsMember
2023-02-01
2023-02-01
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
February 1, 2023
Galata Acquisition
Corp.
(Exact name of registrant as specified in its charter)
Cayman Islands
(State or other jurisdiction
of incorporation) |
001-40588
(Commission
File Number) |
98-1704340
(IRS Employer
Identification No.) |
2001 S Street NW, Suite 320
Washington, DC 20009
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (202)
866-0901
Not Applicable
(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) |
¨ |
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 Class A ordinary share and one-half of one Warrant |
|
GLTA.U |
|
NYSE American |
|
|
|
|
|
Class A ordinary shares, par value $0.0001 per share |
|
GLTA |
|
NYSE American |
|
|
|
|
|
Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
GLTA WS |
|
NYSE American |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 3.01. |
Notice of Delisting or Failure to Satisfy a Continue Listing Rule or Standard; Transfer of Listing. |
On February 1, 2023,
Galata Acquisition Corp. (the “Company”) received a written notice (the “Notice”) from the staff of NYSE Regulation
of the New York Stock Exchange (“NYSE”) indicating that the Company is not currently in compliance with Section 1003(b)(i)(B)
of the NYSE American LLC (“NYSE American”) Company Guide (the “Company Guide”), which requires the Company to
maintain a minimum of 300 public shareholders on a continuous basis.
In accordance with Section
1009 of the Company Guide, the Company has been provided with a period of 30 days to respond with a plan advising of actions it has taken
or will take to regain compliance with the minimum public shareholders requirement by August 1, 2024. The Company anticipates that it
will satisfy this listing requirement within such time period once it consummates the Business Combination (as defined in its Current
Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on August 1, 2022).
The Company intends to
submit a plan to return to compliance with the minimum public shareholders requirement within the required timeframe. The staff of NYSE
Regulation will review the business plan. If NYSE Regulation accepts the plan, the Company’s securities will remain listed on the
NYSE American and will be subject to periodic reviews including quarterly monitoring for compliance with such plan. If NYSE Regulation
does not accept the plan, the Company will be subject to suspension and delisting procedures.
The Company’s ordinary
shares, warrants and units, which trade under the symbols “GLTA.U,” “GLTA” and “GLTA WS,” respectively,
will continue to be listed and traded on the NYSE American during the cure period, subject to the Company’s compliance with the
NYSE American’s other applicable continued listing standards, and will bear the indicator “.BC” on the consolidated
tape to indicate noncompliance with the NYSE American’s continued listing standards
Forward-Looking Statements
This Current Report on Form 8-K
includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities
Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,”
“expects,” “intends,” “plans,” “estimates,” “assumes,” “may,”
“should,” “will,” “seeks,” or other similar expressions. These statements are based on current expectations
on the date of this Current Report on Form 8-K and involve a number of risks and uncertainties that may cause actual results to differ
significantly, including the Company’s ability to submit a plan to regain compliance satisfactory to NYSE Regulation; the
Company’s ability to evidence that it has at least 300 public shareholders; and other risks and uncertainties set forth in the Company’s
reports filed with the SEC. Copies of these reports can be accessed through the SEC's website at www.sec.gov. The
Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments
or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.
Item 7.01. |
Regulation FD Disclosure. |
On February 3, 2023,
the Company issued a press release announcing receipt of the Notice. A copy of the press release is furnished as Exhibit 99.1 hereto and
is incorporated by reference herein.
The information in this
Item 7.01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 7.01 shall not be incorporated
by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in any such filing.
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits. The following exhibits are filed
with this Form 8-K:
SIGNATURE
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.
|
GALATA ACQUISITION CORP. |
|
|
|
By: |
/s/ Michael Tanzer |
|
|
Name: Michael Tanzer |
|
|
Title: Chief Financial Officer |
Date: February 3, 2023
Galata Acquisition (AMEX:GLTA)
過去 株価チャート
から 5 2024 まで 6 2024
Galata Acquisition (AMEX:GLTA)
過去 株価チャート
から 6 2023 まで 6 2024