UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On June 7, 2022, Concord Acquisition Corp (the “Company”) issued an unsecured promissory note (the “Note”) in the principal amount of $2,760,000 to Circle Internet Financial Limited (“Circle”), a private company limited by shares incorporated in Ireland, or its registered assigns or successors in interest. Circle entered into a transaction agreement with the Company, among others, on February 16, 2022 (the “Transaction Agreement”). The Note is non-interest bearing and payable in cash upon the closing of the Company’s initial business combination. In the event that the transactions contemplated by the Transaction Agreement are not consummated for any reason, no payment will be due under the Note and the principal balance of the Note will be forgiven.
In connection with the issuance of the Note, pursuant to the Transaction Agreement, on June 7, 2022, Circle deposited $2,760,000 (the “Extension Payment”) into the trust account of the Company for its public stockholders, representing $0.10 per public unit sold in the Company’s initial public offering, which enables the Company to extend the period of time it has to consummate its initial business combination by six months from June 10, 2022 to December 10, 2022 (the “Extension”), as permitted by the Company’s amended and restated certificate of incorporation.
A copy of the Note is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The disclosure set forth in this Item 2.03 is intended to be a summary only and is qualified in its entirety by reference to the Note.
Item 8.01 Other Events.
On June 3, 2022, the Company issued a press release announcing the Company’s intention with respect to the Extension. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference into this Item 8.01. On June 7, 2022, the Company issued a press release announcing that the Extension Payment had been made and that the Company had issued the Note to Circle in connection therewith. A copy of the press release is attached as Exhibit 99.2 hereto and is incorporated by reference into this Item 8.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Promissory Note, dated June 7, 2022, issued by Concord Acquisition Corp to Circle Internet Financial Limited or its registered assigns or successors in interest | |
| 99.1 | Press Release, dated June 3, 2022 | |
| 99.2 | Press Release, dated June 7, 2022 | |
| 104 | Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
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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.
| CONCORD ACQUISITION CORP | ||
| By: | /s/ Jeff Tuder | |
| Name: | Jeff Tuder | |
| Title: | Chief Executive Officer | |
Date: June 7, 2022
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