Launch One Acquisition Corp. Files 8-K with Key Agreements

TL;DR

Launch One Acquisition Corp. filed an 8-K detailing material agreements and financial obligations.

AI Summary

Launch One Acquisition Corp. entered into a Material Definitive Agreement on July 11, 2024, related to its business operations. The company also reported the creation of a direct financial obligation and unregistered sales of equity securities. Details regarding amendments to its articles of incorporation or bylaws and other events were also filed.

Why It Matters

This filing indicates significant corporate actions and potential financial commitments for Launch One Acquisition Corp., which could impact its future business strategy and financial standing.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements, financial obligations, and unregistered equity sales, which can introduce complexities and potential risks.

Key Numbers

• 001-42173 — SEC File Number (Identifies the specific SEC filing for Launch One Acquisition Corp.)
• 1231 — Fiscal Year End (Indicates the company's fiscal year concludes on December 31st.)

Key Players & Entities

• Launch One Acquisition Corp. (company) — Filer of the 8-K report
• 0001213900-24-061349 (filing_id) — Accession number for the SEC filing
• 20240711 (date) — Date of report period and key events
• 11.50 (dollar_amount) — Exercise price for warrants

FAQ

Key Financial Figures

• $0.0001 — LC Class A ordinary shares, par value $0.0001 per share LPAA The Nasdaq Stock Mar
• $11.50 — ordinary share at an exercise price of $11.50 per share LPAAW The Nasdaq Stock Ma
• $300,000 — sor agreed to loan to the Company up to $300,000 for working capital expenses. On July 1
• $340,000 — ncipal sum from up to $300,000 to up to $340,000 (the " First Amendment "). The Promisso
• $10.00 — ents. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to
• $230,000,000 — rating gross proceeds to the Company of $230,000,000. Each Unit consists of one Class A ordi
• $1.00 — hare at $11.50 per share, at a price of $1.00 per warrant, or $6,000,000 in the aggre
• $6,000,000 — re, at a price of $1.00 per warrant, or $6,000,000 in the aggregate (whether or not the un
• $10,950,000 — acement Warrants (which amount includes $10,950,000 of the underwriter's deferred discount)

Filing Documents

• ea0209363-8k_launch.htm (8-K) — 74KB
• ea020936301ex1-1_launch.htm (EX-1.1) — 249KB
• ea020936301ex3-1_launch.htm (EX-3.1) — 381KB
• ea020936301ex4-1_launch.htm (EX-4.1) — 157KB
• ea020936301ex10-1_launch.htm (EX-10.1) — 85KB
• ea020936301ex10-2_launch.htm (EX-10.2) — 129KB
• ea020936301ex10-3_launch.htm (EX-10.3) — 40KB
• ea020936301ex10-4_launch.htm (EX-10.4) — 57KB
• ea020936301ex10-5_launch.htm (EX-10.5) — 47KB
• ea020936301ex10-6_launch.htm (EX-10.6) — 13KB
• ea020936301ex10-7_launch.htm (EX-10.7) — 22KB
• ea020936301ex10-8_launch.htm (EX-10.8) — 10KB
• ea020936301ex99-1_launch.htm (EX-99.1) — 7KB
• ea020936301ex99-2_launch.htm (EX-99.2) — 7KB
• 0001213900-24-061349.txt ( ) — 1779KB
• lpaau-20240711.xsd (EX-101.SCH) — 4KB
• lpaau-20240711_def.xml (EX-101.DEF) — 27KB
• lpaau-20240711_lab.xml (EX-101.LAB) — 37KB
• lpaau-20240711_pre.xml (EX-101.PRE) — 25KB
• ea0209363-8k_launch_htm.xml (XML) — 7KB

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-balance Sheet Arrangement of a Registrant. The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03. Item3.02. Unregistered Sales of Equity Securities. Simultaneously with the closing of the IPO, pursuant to the Private Placement Warrants Purchase Agreements, the Company completed the private sale of an aggregate of 6,000,000 warrants (the " Private Placement Warrants, ") to the Sponsor and Cantor Fitzgerald & Co., the representative of the underwriters, each exercisable to purchase one Class A ordinary share at $11.50 per share, at a price of $1.00 per warrant, or $6,000,000 in the aggregate (whether or not the underwriters' over-allotment option was exercised in full). Of those 6,000,000 Private Placement Warrants, the Sponsor purchased 4,000,000 Private Placement Warrants and Cantor Fitzgerald & Co. purchased 2,000,000 Private Placement Warrants. Each private placement warrant is exercisable to purchase one Class A ordinary share at $11.50 per share. The Private Placement Warrants (and underlying securities) are identical to the warrants included in the Units sold in the IPO, except as otherwise disclosed in the Registration Statement. No underwriting discounts or commissions were paid with respect to such sale. The issuance of the Private Placement Warrants was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. 1 Item5.03. Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal Year. On July 11, 2024, in connection with the IPO, the Company filed its amended and restated memorandum and articles of association (the " Amended and Restated Memorandum and Articles of Association ") with the Cayman Islands Registrar of Companies, which was effective on July 11, 2024. The terms of the Amended and Restated Memorandum and Articles of Association are se

Underwriting

Underwriting Agreement, dated July 11, 2024, by and between the Company and Cantor Fitzgerald & Co., as representative of the several underwriters. 3.1 Amended and Restated Memorandum and Articles of Association of the Company. 4.1 Warrant Agreement, dated July 11, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent. 10.1 Investment Management Trust Agreement, July 11, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as trustee. 10.2 Registration Rights Agreement, dated July 11, 2024, by and among the Company and certain security holders. 10.3 Sponsor Private Placement Warrants Purchase Agreement, dated July 11, 2024, by and between the Company and the Sponsor. 10.4 Cantor Private Placement Warrants Purchase Agreement, dated July 11, 2024, by and between the Company and the Sponsor. 10.5 Letter Agreement, dated July 11, 2024, by and among the Company, its officers, directors, and the Sponsor. 10.6 Administrative Support Agreement, dated July 11, 2024, by and between the Company and Launchpad Capital Management Company LLC. 10.7 Promissory Note issued to Launch One Sponsor LLC, dated on February 21, 2024. 10.8 Amendment No. 1 to the Promissory Note issued to Launch One Sponsor LLC, dated July 12, 2024. 99.1 Press Release, dated July 11, 2024. 99.2 Press Release, dated July 15, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3 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. LAUNCH ONE ACQUISITION CORP. By: /s/ Chris Ehrlich Name: Chris Ehrlich Title: Chief Executive Officer Dated: July 15, 2024 4

View Full Filing

View this 8-K filing on SEC EDGAR