Item 8.01. Other Events.
As previously announced, on November 18, 2021,
Crescera Capital Acquisition Corp. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”)
with UBS Securities, Inc. (the “Underwriter”), pursuant to which the Company agreed to issue and sell 17,500,000 units (the
“Units”), with each Unit consisting of one Class A ordinary share, $0.0001 par value per share (the “Class A Ordinary
Shares”), and one-half of one redeemable warrant (“Warrant”), each whole Warrant entitling the holder thereof to purchase
one Class A Ordinary Share at an exercise price of $11.50 per share, subject to adjustment, to the Underwriter in its initial public offering
(“IPO”). Pursuant to the Underwriting Agreement, the Company also granted the Underwriter a 45-day option from the date of
the Underwriting Agreement to purchase up to 2,625,000 additional Units to cover over-allotments, if any (the “Over-allotment Option”).
On November 19, 2021, the Underwriter fully exercised the Over-allotment Option to purchase an additional 2,625,000 units (the “Option
Units”). Each Option Unit consists of one Class A Ordinary Share and one-half of one Warrant. On November 23, 2021, the Company
completed the sale of the Units and the Option Units to the Underwriter for net proceeds of approximately $197,225,000 in the aggregate
after deducting the Underwriter’s discount (the “Unit Proceeds”).
Simultaneously with the issuance and sale of the
Option Units, the Company consummated the private placement with CC Sponsor LLC (the “Sponsor”) of an aggregate of 10,150,000
Warrants to purchase Class A Ordinary Shares for $1.00 per Warrant in a private placement with each whole Warrant entitling the holder
thereof to purchase one Class A Ordinary Share at $11.50 per share, subject to adjustment (the “Private Placement Warrants”),
generating total proceeds of $10,150,000 (the “Private Placement Proceeds” and, together with the Unit Proceeds, the “Proceeds”).
The Private Placement Warrants are identical to the Warrants sold as part of the Units in the IPO except that, so long as they are held
by the Sponsor or its permitted transferees: (1) they will not be redeemable by the Company; (2) they (including the Class A Ordinary
Shares issuable upon exercise of these Warrants) may not, subject to certain limited exceptions, be transferred, assigned or sold by the
holders until 30 days after the completion of the initial business combination (the “Initial Business Combination”); (3) they
may be exercised by the holders on a cashless basis; and (4) they (including the Class A Ordinary Shares issuable upon exercise of these
Warrants) are entitled to registration rights. The Private Placement Warrants have been issued pursuant to that certain Private Placement
Warrants Purchase Agreement, dated November 18, 2021, between the Company and the Sponsor, and the Private Placement Warrants are governed
by that certain Warrant Agreement, dated November 18, 2021, between the Company and Continental Stock Transfer & Trust Company, as
Warrant agent.
The Proceeds were placed in a U.S.-based trust
account (the “Trust Account”) at JPMorgan Chase Bank, N.A, maintained by Continental Stock Transfer & Trust Company, acting
as trustee. Except with respect to interest earned on the funds in the Trust Account that may be released to the Company to pay its taxes,
the funds held in the Trust Account will not be released from the Trust Account until the earliest of (i) the completion of the Company’s
Initial Business Combination, (ii) the redemption of all of the Company’s public shares if it is unable to complete its business
combination within 18 months from the closing of the IPO (or within 24 months if the Company extends the period of time to consummate
its Initial Business Combination in accordance with the terms described in the prospectus), subject to applicable law, or (iii) the redemption
of the Company’s public shares properly submitted in connection with a shareholder vote to approve an amendment to the Company’s
amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company’s obligation to
redeem 100% of its public shares if it does not complete an Initial Business Combination within 18 months from the closing of the IPO
(or within 24 months if the Company extends the period of time to consummate its Initial Business Combination in accordance with the terms
described in the prospectus) or (B) with respect to any other material provision relating to shareholders’ rights or pre-Initial
Business Combination activity.
An audited balance sheet as of November 23, 2021
reflecting receipt of the proceeds upon consummation of the IPO and the Private Placement on November 23, 2021 has been issued by the
Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.