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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 28, 2022

 

EDTECHX HOLDINGS ACQUISITION CORP. II

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-39792   85-2190936
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

22 Soho Square, London, W1D 4NS, United Kingdom

(Address of Principal Executive Offices) (Zip Code)

 

(44) 207 070 7080

(Registrant’s Telephone Number, Including Area Code)

 

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 (see General Instruction A.2. below):

 

  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 share of Class A Common Stock and one-half of one redeemable warrant   EDTXU   The Nasdaq Stock Market LLC
Class A Common Stock, par value $0.0001 per share   EDTX   The Nasdaq Stock Market LLC
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share   EDTXW   The Nasdaq Stock Market LLC

  

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 

 

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 

 

On February 28, 2022, the board of directors (“Board”) of EdtechX Holdings Acquisition Corp. II (the “Company”) appointed Henry William Haywood Chamberlain as a director to fill a vacancy on the Board. Mr. Chamberlain will serve on the Audit Committee, Compensation Committee and Nominating Committee of the Board.

 

Mr. Chamberlain has 20 years of investing, executive management, fundraising, merger and acquisition and public offering experience. In 2016, Mr. Chamberlain founded Digital Media Marketing Holdings, a media holding company. Since 2017, he has been a Partner of VGC Partners, a venture capital firm focused on growth investments in technology enabled consumer and media businesses. From 2012 to 2017, Mr. Chamberlain served as a Partner of IBIS Private Equity Partners, where he managed a publicly listed media Venture Capital Trust and direct growth investments. Previously, in 2004, Mr. Chamberlain founded LifeStageMedia, a digital media business which he built in New York and successfully exited five years later to a major US private equity firm. During his time in New York, he also served as founding Principal of the US division of Fairfax I.S., a UK investment bank. Mr. Chamberlain received a MA with Honors in History and Politics from The University of Edinburgh. He also holds a number of financial regulatory qualifications in the UK and US.

 

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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.

 

Dated: March 2, 2022

 

  EDTECHX HOLDINGS ACQUISITION CORP. II
     
  By: /s/ Benjamin Vedrenne-Cloquet
  Name:   Benjamin Vedrenne-Cloquet
  Title: Chief Executive Officer

 

 

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