Compass Digital Acquisition Corp. Files 8-K on Key Corporate Events

TL;DR

CDAQ filed an 8-K detailing material agreements, equity sales, and governance changes.

AI Summary

Compass Digital Acquisition Corp. filed an 8-K on July 24, 2024, to report on several key events. These include entering into a material definitive agreement, unregistered sales of equity securities, amendments to its articles of incorporation or bylaws, and the submission of matters to a vote of security holders. The filing also includes financial statements and exhibits.

Why It Matters

This filing indicates significant corporate actions and potential changes for Compass Digital Acquisition Corp., which could impact its business operations and shareholder value.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can carry inherent risks and require careful scrutiny.

Key Players & Entities

• Compass Digital Acquisition Corp. (company) — Filer of the 8-K report
• 0001493152-24-028941 (document_id) — Accession number for the filing
• 20240724 (date) — Date of the report and earliest event

FAQ

Key Financial Figures

• $0.0001 — LC Class A Ordinary Shares, par value $0.0001 per share CDAQ The Nasdaq Stock Mar
• $11.50 — able for one Class A Ordinary Share for $11.50 per share CDAQW The Nasdaq Stock Ma
• $50,000 — ined below), it will only utilize up to $50,000 of funds from the accrued interest of t
• $10.92 — at a redemption price of approximately $10.92 per share, for an aggregate redemption
• $29.6 million — gate redemption amount of approximately $29.6 million (the " Redemptions "). Item 9.01 Fina

Filing Documents

• form8-k.htm (8-K) — 72KB
• ex3-1.htm (EX-3.1) — 7KB
• 0001493152-24-028941.txt ( ) — 309KB
• cdaq-20240724.xsd (EX-101.SCH) — 4KB
• cdaq-20240724_def.xml (EX-101.DEF) — 27KB
• cdaq-20240724_lab.xml (EX-101.LAB) — 37KB
• cdaq-20240724_pre.xml (EX-101.PRE) — 25KB
• form8-k_htm.xml (XML) — 7KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. As previously disclosed in a Current Report on Form 8-K filed by Compass Digital Acquisition Corp., a Cayman Islands exempted company (the " Company "), with the U.S. Securities and Exchange Commission (the " SEC ") on July 17, 2024, the Company and HCG Opportunity, LLC, the Company's sponsor (the " Sponsor "), entered into agreements (collectively, the " Non-Redemption Agreements ") with unaffiliated, third-party investors in exchange for such investors agreeing not to redeem an aggregate of 500,000 of the Company's Class A ordinary shares, par value $0.0001 per share (the " Class A Ordinary Shares "), at the Meeting (as defined below). Between July 17, 2023 and July 18, 2023, the Company and Sponsor entered into further Non-Redemption Agreements with additional unaffiliated, third-party investors in exchange for such investors agreeing not to redeem an aggregate of 1,975,000 Class A Ordinary Shares at the Meeting (together with the 500,000 Class A Ordinary Shares not redeemed, the " Non-Redeemed Shares "), for a total of 2,475,000 Non-Redeemed Shares. Pursuant to the Non-Redemption Agreements, the Sponsor has agreed to transfer to such investors an aggregate of (i) 412,498 of the Company's Class B ordinary shares, par value $0.0001 per share (the " Class B Ordinary Shares " and together with the Class A Ordinary Shares, the " Ordinary Shares "), held by the Sponsor for the first five months of the extension of the Combination Period (as defined below) and (ii) 82,498 Class B Ordinary Shares held by the Sponsor for each additional month of the extension of the Combination Period needed, in connection with the closing of the Business Combination (as defined below), provided that (i) the investors did not exercise their redemption rights with respect to the Non-Redeemed Shares in connection with the Meeting and (ii) the Extension Amendment Proposal (as defined below) was approved. In connection with its ent

SIGNATURES

SIGNATURES 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. COMPASS DIGITAL ACQUISITION CORP. By: /s/ Nick Geeza Name: Nick Geeza Title: Chief Financial Officer Date: July 24, 2024

View Full Filing

View this 8-K filing on SEC EDGAR