0000876661-22-000963.txt : 20221110
0000876661-22-000963.hdr.sgml : 20221110
20221110120347
ACCESSION NUMBER: 0000876661-22-000963
CONFORMED SUBMISSION TYPE: 25-NSE
PUBLIC DOCUMENT COUNT: 2
FILED AS OF DATE: 20221110
DATE AS OF CHANGE: 20221110
EFFECTIVENESS DATE: 20221110
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: Atlas Crest Investment Corp. II
CENTRAL INDEX KEY: 0001838614
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 854381723
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 25-NSE
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39999
FILM NUMBER: 221375983
BUSINESS ADDRESS:
STREET 1: 399 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 2128833800
MAIL ADDRESS:
STREET 1: 399 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER COMPANY:
FORMER CONFORMED NAME: AC 1 Corp.
DATE OF NAME CHANGE: 20201231
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: NEW YORK STOCK EXCHANGE LLC
CENTRAL INDEX KEY: 0000876661
IRS NUMBER: 000000000
STATE OF INCORPORATION: NY
FILING VALUES:
FORM TYPE: 25-NSE
BUSINESS ADDRESS:
STREET 1: 11 WALL STREET
CITY: NEW YORK
STATE: NY
ZIP: 10005
BUSINESS PHONE: 212-656-2060
MAIL ADDRESS:
STREET 1: 11 WALL STREET
CITY: NEW YORK
STATE: NY
ZIP: 10005
FORMER COMPANY:
FORMER CONFORMED NAME: NEW YORK STOCK EXCHANGE INC
DATE OF NAME CHANGE: 19910628
25-NSE
1
primary_doc.xml
X0203
0000876661
NEW YORK STOCK EXCHANGE LLC
0001838614
Atlas Crest Investment Corp. II
001-39999
399 PARK AVE
NEW YORK
NY
NEW YORK
10022
Redeemable Warrants, each whole warrant exercisable for one Class A common stock at an exercise price of $11.50
17 CFR 240.12d2-2(b)
Victoria Paper
Manager, Market Watch and Proxy Compliance
2022-11-10
EX-99.25
2
ruleprovisionnotice.htm
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES
The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Redeemable Warrants, each whole warrant exercisable for one Class A common stock at an exercise price of $11.50 (the "Warrants") of Atlas Crest Investment Corp. II (the "Company") from listing and registration on the Exchange on November 21, 2022, pursuant to the provisions of Rule 12d2-2(b) because, in the opinion of the Exchange, the Warrants are no longer suitable for continued listing and trading on the NYSE.
The Exchange has determined that the Warrants are no longer suitable for listing based on "abnormally low" price levels, pursuant to Section 802.01D of the Listed Company Manual. On October 25, 2022, the Company filed a preliminary proxy with the Securities and Exchange Commission seeking approval to amend the Company's Amended and Restated Certificate of Incorporation in order to amend the date by which the Company must complete the business combination or redeem all of the shares of Class A Common Stock from February 8, 2023 to a date no later than December 30, 2022. The Company also disclosed in the preliminary proxy that there will be no redemption rights or liquidating distributions with respect to the Company's Warrants, which will expire worthless upon liquidation of the trust account.
On October 26, 2022, the Exchange determined that the Warrants of the Company should be suspended from trading and directed the preparation and filing with the Commission of this application for the removal of the Warrants from listing and registration on the NYSE. The Company was notified on October 26, 2022.
Pursuant to the above authorization, a press release regarding the proposed delisting was issued and posted on the Exchange's website on October 26, 2022. Trading in the Warrants was immediately suspended on October 26, 2022.
The Company had a right to appeal to a Committee of the Board of Directors of the Exchange, the determination to delist the Warrants, provided that it filed a written request for such a review with the Secretary of the Exchange within ten business days of receiving notice of the delisting determination. The Company did not file such request within the specified time period.Consequently, all conditions precedent under SEC Rule 12d2-2(b) to the filing of this application have been satisfied.