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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):
December 8, 2023
TARGET GLOBAL ACQUISITION I CORP.
(Exact name of registrant as specified in its charter)
| Cayman Islands | 001-41135 | N/A | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
PO Box 10176 Governor’s Square 23 Lime Tree Bay Avenue, Grand Cayman KY1-1102, Cayman Islands |
KY1-1102 |
| (Address of Principal Executive Offices) | (Zip Code) |
(Registrant’s telephone number, including area code): +1 345 814 5772
N/A
(Former name or former address, if changed since last report)
| ☐ | 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 |
| Class A ordinary shares, par value $0.0001 per share | TGAA | The Nasdaq Stock Market LLC |
| Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 | TGAAW | The Nasdaq Stock Market LLC |
| Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant | TGAAU | 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 8.01 Other Events
On December 8, 2023, Target Global Acquisition I Corp. (the “Company”) issued a press release announcing that its board of directors (the “Board”), upon request of Target Global Sponsor Ltd (the “Sponsor”), has elected to extend the date by which the Company has to consummate a business combination (the “Termination Date”) from December 13, 2023, for an additional month, to January 13, 2024. The Company’s Amended and Restated Memorandum and Articles of Association, as further amended on June 2, 2023 (the “Articles”), provides the Company the right to extend the Termination Date on a monthly basis for up to six times by an additional one month each time (each, an “Extension”), from September 13, 2023 to March 13, 2024. On or before December 11, 2023, the Sponsor will deposit $90,000 into the Company’s trust account in connection with the Extension, which will be evidenced by a non-interest bearing, unsecured convertible promissory note to the Sponsor and will be repayable by the Company upon consummation of an initial Business Combination.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
|
Exhibit Number |
Description | |
| 99.1 | Press Release, dated December 8, 2023. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Target Global Acquisition I Corp. | |||
| Date: December 8, 2023 | By: | /s/ Shmuel Chafets | |
| Name: | Shmuel Chafets | ||
| Title: | Chief Executive Officer | ||
Exhibit 99.1
Target Global Acquisition I Corp. Announces Extension of Deadline to Complete Initial Business Combination
BERLIN, GERMANY / ACCESSWIRE / December 8, 2023 / Target Global Acquisition I Corp. (NASDAQ:TGAA) (the "Company") announced today that its board of directors (the "Board"), upon request of Target Global Sponsor Ltd (the "Sponsor"), has decided to extend the date by which the Company must consummate an initial business combination (the "Termination Date") from December 13, 2023, for an additional month, to January 13, 2024 (the "Extension"). This is the fourth of six potential one-month extensions of the Termination Date available to the Company pursuant to its Amended and Restated Memorandum and Articles of Association, as further amended on June 2, 2023. The Company further announced that on or before December 11, 2023 the Sponsor will deposit $90,000 into the Company's trust account in connection with the Extension, which will be evidenced by a non-interest bearing, unsecured convertible promissory note to the Sponsor and will be repayable by the Company upon consummation of an initial Business Combination.
About Target Global Acquisition I Corp.
Target Global Acquisition I Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. For more information, please visit https://tgacquisition1.com.
Forward-Looking Statements
This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements may be identified by the use of words such as "estimate," "plan," "project," "forecast," "intend," "will," "expect," "anticipate," "believe," "seek," "target", "may", "intend", "predict", "should", "would", "predict", "potential", "seem", "future", "outlook" or other similar expressions (or negative versions of such words or expressions) that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company's control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors that may affect actual results or outcomes are detailed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022 under the heading "Risk Factors" and other documents the Company has filed, or will file, with the SEC. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
CONTACT: For investor and media inquiries: https://tgacquisition1.com/contact/
SOURCE: Target Global Acquisition I Corp.