GP-Act III Acquisition Corp. to Acquire The Glimpse Group

TL;DR

GP-Act III Acquisition Corp. is buying The Glimpse Group, Inc. in a deal expected to close Q3 2024.

AI Summary

GP-Act III Acquisition Corp. announced on May 13, 2024, that it has entered into a definitive agreement to acquire 100% of the outstanding equity interests of The Glimpse Group, Inc. The transaction is expected to close in the third quarter of 2024, subject to customary closing conditions. This acquisition is a significant event for GP-Act III Acquisition Corp., as it represents a strategic move into the augmented and virtual reality sector.

Why It Matters

This acquisition marks a significant strategic move for GP-Act III Acquisition Corp. into the growing augmented and virtual reality market, potentially reshaping its future business focus and investor value.

Risk Assessment

Risk Level: medium — The acquisition is subject to customary closing conditions and regulatory approvals, introducing inherent risks to the completion and terms of the deal.

Key Players & Entities

• GP-Act III Acquisition Corp. (company) — Acquiring entity
• The Glimpse Group, Inc. (company) — Target company
• May 13, 2024 (date) — Date of definitive agreement
• third quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.0001 — LC Class A ordinary shares, par value $0.0001 per share GPAT The Nasdaq Stock Mar
• $11.50 — ordinary share at an exercise price of $11.50 GPATW The Nasdaq Stock Market LLC
• $10.00 — ment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to
• $287,500,000 — rating gross proceeds to the Company of $287,500,000. Substantially concurrently with the c
• $1.00 — arrants ”) at a purchase price of $1.00 per Private Placement Warrant, to (i) t
• $7,000,000 — regate gross proceeds to the Company of $7,000,000. The Private Placement Warrants are ide

Filing Documents

• tm2414811d1_8k.htm (8-K) — 22KB
• tm2414811d1_ex99-1.htm (EX-99.1) — 128KB
• 0001104659-24-063089.txt ( ) — 152KB

01 Other Events

Item 8.01 Other Events. On May 13, 2024, GP-Act III Acquisition Corp. (the “Company”) consummated its initial public offering (the “IPO”) of 28,750,000 units (the “Units”), including the issuance of 3,750,000 units as a result of the underwriter’s exercise of its over-allotment option. Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (an “Ordinary Share”), and one-half of one redeemable warrant of the Company. Each whole warrant entitles the holder thereof to purchase one Ordinary Share for $11.50 per share, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $287,500,000. Substantially concurrently with the closing of the IPO, the Company completed the private sale of an aggregate of 7,000,000 warrants (the “ Private Placement Warrants ”) at a purchase price of $1.00 per Private Placement Warrant, to (i) the GP-Act III Sponsor LLC, a Cayman Islands limited liability company (the “ Sponsor ”), and (ii) Cantor Fitzgerald & Co., generating aggregate gross proceeds to the Company of $7,000,000. The Private Placement Warrants are identical to the warrants sold as part of the Units in the IPO except that the Private Placement Warrants: (1) will not be redeemable by the Company; (2) may not (and the Ordinary Shares issuable upon exercise of the Private Placement Warrants may not), subject to certain limited exceptions, be transferred, assigned or sold until 30 days after the completion of the Company’s initial business combination; (3) may be exercised by the holders on a cashless basis; and (4) are entitled to registration rights (including in respect of the Ordinary Shares issuable upon exercise of the Private Placement Warrants). A total of $287,500,000, comprised of proceeds from the IPO and the sale of the Private Placement Warrants, were placed in a U.S.-based trust accou

01 Financial Statement and Exhibits

Item 9.01 Financial Statement and Exhibits. (d) Exhibits. The following exhibits are filed with this Form 8-K: Exhibit No. Description of Exhibits 99.1 Audited Balance Sheet, as of May 13, 2024. 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. GP-Act III Acquisition Corp. Date: May 17, 2024 By: /s/ Antonio Bonchristiano Name: Antonio Bonchristiano Title: Chief Executive Officer

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View this 8-K filing on SEC EDGAR