UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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 22, 2022 (
(Exact name of registrant as specified in its charter)
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Item 8.01. Other Events.
On February 11, 2022, byNordic Acquisition Corporation, a Delaware corporation (the “Company”), consummated its initial public offering (the “IPO”) of 15,000,000 units (the “Units”). Each Unit consists of one share of Class A common stock of the Company, par value $0.0001 per share (the “Class A Common Stock”), and one-half of one redeemable warrant of the Company (a “Warrant”), with each whole Warrant entitling the holder thereof to purchase one share of Class A Common Stock for $11.50 per share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $150,000,000 (before underwriting discounts and offering expenses).
Simultaneously with the closing of the IPO, the Company completed the private placement of an aggregate of 850,000 shares of Class A common stock $0.0001 par value, of the Company (the “Private Shares”) to the Sponsor, byNordic Holdings LLC and byNordic Holdings II LLC at a purchase price of $10.00 per Private Share, generating gross proceeds to the Company of $8,500,000. No underwriting discounts or commissions were paid with respect to the private placement of the Private Shares in such manner. The issuance of the Private Shares was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.
Of the proceeds we received from the IPO and the sale of the Private Shares, $153.0 million after giving effect to the issuance of 15,000,000 units pursuant to the IPO ($10.20 per unit), has been deposited into a segregated trust account located in the United States at JP Morgan Chase Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, after deducting $3,000,000 in underwriting discounts and commissions payable upon the closing of the IPO and an aggregate of $910,000 to pay fees and expenses in connection with the closing of the IPO and $1,590,000 for working capital following the closing of the IPO. The proceeds placed in the trust account include $5,250,000 in deferred underwriting commissions payable to the underwriter after giving effect to the exercise in full of the underwriter’s over-allotment option.
An audited balance sheet of the Company as of February 11, 2022, reflecting the Company’s receipt of proceeds upon completion of the IPO and the sale of the Private Shares, is included as Exhibit 99.1 to this Current Report on Form 8-K.
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Item 9.01 Financial Statement and Exhibits.
(d) Exhibits
The following exhibits are being filed herewith:
| Exhibit No. | Description | |
| 99.1 | Audited Balance Sheet as of February 11, 2022 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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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.
| byNordic Acquisition Corporation | |||
| By: | /s/ Michael Hermansson | ||
| Name: | Michael Hermansson | ||
| Title: | Chief Executive Officer | ||
| Dated: February 22, 2022 | |||
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