Form 10-Q/A - Quarterly report [Sections 13 or 15(d)]: [Amend]
2024年8月12日 - 9:09PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
(Mark One)
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2024
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to
__________
Commission File No. 001-41003
ONYX ACQUISITION
CO. I
(Exact name of registrant as specified in its charter)
Cayman Islands | | 98-1584432 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer
Identification No.) |
104 5th Avenue
New York, New York 10011
(Address of Principal Executive Offices, including zip code)
Registrant’s telephone number, including
area code:
(212) 974-2844
N/A
(Former name, former address and former fiscal year,
if changed since last report)
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, $0.0001 par value, and one-half of one redeemable warrant | | ONYXU | | The Nasdaq Stock Market LLC |
Class A Ordinary Shares | | ONYX | | The Nasdaq Stock Market LLC |
Redeemable warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50 | | ONYXW | | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically
every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒
No ☐
Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions
of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging
growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ |
Non-accelerated filer | ☒ | Smaller reporting company | ☒ |
| | Emerging growth company | ☒ |
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. ☐
Indicate by check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐
As of May 16, 2024, 7,945,461 Class A ordinary shares and no Class
B ordinary shares, par value $0.0001 per share (the “Class B ordinary shares”) issued and outstanding.
EXPLANATORY NOTE
This Form 10-Q/A Amendment No. 1 (the “Amendment”)
to the Quarterly Report on Form 10-Q for the period ended March 31, 2024 (the “Original 10-Q”) is being filed solely
to amend and restate “Item 6. Exhibits” for the purpose of filing updated certifications of our principal executive officer
and principal financial officer as Exhibits 31.1 and 31.2 (the “302 Certifications”), pursuant to Rule 13a-14(a) of
the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, to include inadvertently omitted
disclosure.
This Amendment contains only the Cover Page, the Explanatory Note,
Item 6. Exhibits, the Signature Page and the corrected 302 Certifications.
Other than as expressly set forth herein, this Amendment does not,
and does not purport to, amend, update or restate the information in the Original 10-Q or reflect any events that have occurred after
the Original 10-Q was filed. Information not affected by this Amendment remains unchanged and reflects the disclosures made at the time
as of which the Original 10-Q was filed. This Amendment should be read together with the Original 10-Q and our other filings with the
Securities and Exchange Commission.
PART II – OTHER INFORMATION
Item 6. Exhibits.
Exhibit Number |
|
Description |
3.1 |
|
Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K (File No. 001-41003), filed with the SEC on November 8, 2021) |
|
|
|
3.2 |
|
Amendment to Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K (File No. 001-41003), filed with the SEC on January 27, 2023). |
|
|
|
3.3 |
|
Amendment to Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K (File No. 001-41003), filed with the SEC on July 24, 2023). |
|
|
|
3.4 |
|
Amendment to Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K (File No. 001-41003), filed with the SEC on January 31, 2024). |
|
|
|
4.1 |
|
Warrant Agreement between Continental Stock Transfer & Trust Company and the Company (incorporated by reference to Exhibit 4.1 of the Company’s Form 8-K (File No. 001-41003), filed with the SEC on November 8, 2021) |
|
|
|
31.1* |
|
Certification of Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
31.2* |
|
Certification of Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
32.1+ |
|
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
|
32.2+ |
|
Certification of Chief Financial and Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
|
|
101.INS* |
|
Inline XBRL Instance Document |
|
|
|
101.SCH* |
|
Inline XBRL Taxonomy Extension Schema Document |
|
|
|
101.CAL* |
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document |
|
|
|
101.DEF* |
|
Inline XBRL Taxonomy Extension Definition Linkbase Document |
|
|
|
101.LAB* |
|
Inline XBRL Taxonomy Extension Label Linkbase Document |
|
|
|
101.PRE* |
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document |
|
|
|
104* |
|
Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101) |
SIGNATURES
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 thereunto duly authorized
on this 12th day of August, 2024.
Date: August 12, 2024
|
ONYX ACQUISITION CO. I |
|
|
|
By: |
/s/ Michael Stern |
|
Name: |
Michael Stern |
|
Title: |
Director, Chairman and Chief Executive Officer |
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Exhibit 31.1
CERTIFICATION
PURSUANT TO RULES 13a-14(a) AND 15d-14(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Michael Stern, certify that:
| 1. | I have reviewed this Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 of Onyx Acquisition Co. I; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the periods
covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this
report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and 15d-15(e)) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision,
to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others
within those entities, particularly during the periods in which this report is being prepared; |
| b. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting principles; |
| c. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions
about the effectiveness of the disclosure controls and procedures, as of the end of the periods covered by this report based on such evaluation;
and |
| d. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s
most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,
or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over
financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons
performing the equivalent functions): |
| a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information;
and |
| b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal controls over financial reporting. |
Date: August 12, 2024
|
By: |
/s/ Michael Stern |
|
Name: |
Michael Stern |
|
Title: |
Director, Chairman and Chief Executive Officer
(Principal Executive Officer) |
Exhibit 31.2
CERTIFICATION
PURSUANT TO RULES 13a-14(a) AND 15d-14(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Matthew Vodola, certify that:
| 1. | I have reviewed this Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 of Onyx Acquisition Co. I; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary
to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the periods
covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material
respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this
report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and 15d-15(e)) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision,
to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others
within those entities, particularly during the periods in which this report is being prepared; |
| b. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with generally accepted accounting principles; |
| c. | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions
about the effectiveness of the disclosure controls and procedures, as of the end of the periods covered by this report based on such evaluation;
and |
| d. | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s
most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,
or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over
financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons
performing the equivalent functions): |
| a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information;
and |
| b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s
internal controls over financial reporting. |
Date: August 12, 2024
|
By: |
/s/ Matthew Vodola |
|
Name: |
Matthew Vodola |
|
Title: |
President and Chief Executive Officer |
|
|
(President and Principal Financial and Accounting Officer) |
v3.24.2.u1
Document And Entity Information - shares
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3 Months Ended |
|
Mar. 31, 2024 |
May 16, 2024 |
Document Information Line Items |
|
|
Entity Registrant Name |
ONYX ACQUISITION
CO. I
|
|
Document Type |
10-Q/A
|
|
Current Fiscal Year End Date |
--12-31
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Amendment Flag |
true
|
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Amendment Description |
This Form 10-Q/A Amendment No. 1 (the “Amendment”)
to the Quarterly Report on Form 10-Q for the period ended March 31, 2024 (the “Original 10-Q”) is being filed solely
to amend and restate “Item 6. Exhibits” for the purpose of filing updated certifications of our principal executive officer
and principal financial officer as Exhibits 31.1 and 31.2 (the “302 Certifications”), pursuant to Rule 13a-14(a) of
the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, to include inadvertently omitted
disclosure.This Amendment contains only the Cover Page, the Explanatory Note,
Item 6. Exhibits, the Signature Page and the corrected 302 Certifications.Other than as expressly set forth herein, this Amendment does not,
and does not purport to, amend, update or restate the information in the Original 10-Q or reflect any events that have occurred after
the Original 10-Q was filed. Information not affected by this Amendment remains unchanged and reflects the disclosures made at the time
as of which the Original 10-Q was filed. This Amendment should be read together with the Original 10-Q and our other filings with the
Securities and Exchange Commission.
|
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Entity Central Index Key |
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Entity Current Reporting Status |
Yes
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Entity Filer Category |
Non-accelerated Filer
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Document Period End Date |
Mar. 31, 2024
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Document Fiscal Year Focus |
2024
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Document Fiscal Period Focus |
Q1
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Entity Ex Transition Period |
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Document Transition Report |
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Entity File Number |
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Entity Incorporation, State or Country Code |
E9
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Entity Tax Identification Number |
98-1584432
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Entity Address, Address Line One |
104 5th Avenue
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|
Entity Address, State or Province |
NY
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Entity Address, City or Town |
New York
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Entity Address, Postal Zip Code |
10011
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City Area Code |
(212)
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Local Phone Number |
974-2844
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Entity Interactive Data Current |
Yes
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Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-half of one redeemable warrant |
|
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Document Information Line Items |
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Trading Symbol |
ONYXU
|
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Title of 12(b) Security |
Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-half of one redeemable warrant
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Security Exchange Name |
NASDAQ
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Class A Ordinary Shares |
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Document Information Line Items |
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Trading Symbol |
ONYX
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Entity Common Stock, Shares Outstanding |
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7,945,461
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Title of 12(b) Security |
Class A Ordinary Shares
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Security Exchange Name |
NASDAQ
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Redeemable warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50 |
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Document Information Line Items |
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Trading Symbol |
ONYXW
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Title of 12(b) Security |
Redeemable warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50
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Security Exchange Name |
NASDAQ
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Class B Ordinary Shares |
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Document Information Line Items |
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Onyx Acquisition Company I (NASDAQ:ONYXU)
過去 株価チャート
から 7 2024 まで 8 2024
Onyx Acquisition Company I (NASDAQ:ONYXU)
過去 株価チャート
から 8 2023 まで 8 2024