Current Report Filing (8-k)
April 08 2022 - 4:31PM
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
April 8, 2022
INSU ACQUISITION CORP. III
(Exact name of registrant as specified in its charter)
| Delaware |
|
001-39818 |
|
85-3356658 |
(State or other jurisdiction
of incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
|
2929 Arch Street, Suite 1703
Philadelphia,
PA |
|
19104 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (215) 701-9555
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 to the registrant under any of the following provisions:
| ☐ | 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-third of one redeemable warrant |
|
IIIIU |
|
NASDAQ Capital Market |
| Class A common stock, par value $0.0001 per share |
|
IIII |
|
NASDAQ Capital Market |
| Warrants, each whole warrant exercisable for one share of Class A common stock |
|
IIIIW |
|
NASDAQ Capital Market |
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 1.01. Entry into a Material Definitive Agreement.
As previously reported, on July 12, 2021, INSU Acquisition Corp. III
(“we,” “us” or the “Company”) issued a convertible promissory note (the “Promissory Note”)
to Cohen & Company, LLC (the “Lender”), the manager of the Company’s sponsors, Insurance Acquisition Sponsor III,
LLC and Dioptra Advisors III, LLC. All or a portion of the amounts outstanding under the Promissory Note are convertible into units at
a price of $10.00 per unit at the option of the Lender. On February 11, 2022, the Company and the Lender amended the Promissory Note to
increase the aggregate principal amount of the Promissory Note from $500,000 to $810,000. On April 8, 2022, the Company and the Lender
further amended the Promissory Note to increase the aggregate principal amount of the Promissory Note from $810,000 to $1,500,000. All
other terms of the Promissory Note remain in full force and effect. On April 8, 2022, we borrowed an additional $150,000 under the Promissory
Note.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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: April 8, 2022 |
INSU ACQUISITION CORP. III |
| |
|
| |
By: |
/s/ John M. Butler |
| |
Name: |
John M. Butler |
| |
Title: |
President and Chief Executive Officer |
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