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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 15, 2023

 

VALOR LATITUDE ACQUISITION CORP.

(Exact name of Registrant as specified in its Charter)

 

Cayman Islands   001-40322   98-1578908

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

 

PO Box 309,

Ugland House

Grand Cayman

  

KY1-1104

(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +1 973-290-2331

 

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
Class A ordinary shares, par value $0.0001 per share   VLAT   Nasdaq Capital Market
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50   VLATW   Nasdaq Capital Market
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant   VLATU   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 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-balance Sheet Arrangement of a Registrant.

 

 

On February 15, 2023, Valor Latitude Acquisition Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in the amount of $100,000 to Valor Latitude LLC (the “Sponsor”). The proceeds of the Note will be used by the Company for general working capital purposes.

 

The Note bears no interest and is payable in full upon the earlier to occur of (i) May 5, 2023 or (ii) the consummation of the Company’s initial business combination. A failure to pay the principal within five business days of the date specified above or the commencement of a voluntary or involuntary bankruptcy action shall be deemed an event of default, in which case the Note may be accelerated. The Sponsor has the option to convert any unpaid balance of the Note into warrants (the “Conversion Warrants”), each whole warrant entitling the holder thereof to purchase one Class A ordinary share at a price of $11.50 per Class A ordinary share, subject to adjustment. The terms of the Conversion Warrants would be identical to the warrants issued by the Company in a private placement that was consummated in connection with the Company’s initial public offering. The Sponsor is entitled to certain registration rights relating to the Conversion Warrants.

 

The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

 

A copy of the Note is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The disclosures set forth in this Item 2.03 are intended to be summaries only and are qualified in their entirety by reference to the Note.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) Exhibits:

 

Exhibit No.   Description
10.1   Promissory Note, dated February 15, 2023, issued by Valor Latitude Acquisition Corp. to Valor Latitude LLC.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Valor Latitude Acquisition Corp.

 

   
  By:  /s/ J. Douglas Smith
  Name: J. Douglas Smith
  Title: Chief Financial Officer

Date: February 15, 2023

 

 

 

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