Launch Two Acquisition Corp. Files 8-K with Key Business Updates
Ticker: LPBBU · Form: 8-K · Filed: Oct 9, 2024 · CIK: 2023676
Sentiment: neutral
Topics: material-agreement, equity-sale, corporate-governance
TL;DR
Launch Two Acquisition Corp. filed an 8-K detailing material agreements, equity sales, and board changes.
AI Summary
Launch Two Acquisition Corp. announced on October 7, 2024, the entry into a material definitive agreement related to its business operations. The company also disclosed information regarding unregistered sales of equity securities and changes in its board of directors and officer appointments. Additionally, there were amendments to its articles of incorporation or bylaws and a change in its fiscal year.
Why It Matters
This filing provides crucial updates on Launch Two Acquisition Corp.'s corporate structure and financial activities, which could impact investor decisions.
Risk Assessment
Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can carry inherent risks and require careful investor scrutiny.
Key Numbers
- 001-42306 — SEC File Number (Identifies the company's filing history with the SEC)
- 1231 — Fiscal Year End (Indicates the end of the company's financial reporting year)
Key Players & Entities
- Launch Two Acquisition Corp. (company) — Filer of the 8-K report
- 0001213900-24-086635 (document_id) — Accession number for the filing
- 20241007 (date) — Conformed period of report and date of events
- 11.50 (dollar_amount) — Exercise price for warrants
FAQ
What is the nature of the material definitive agreement entered into by Launch Two Acquisition Corp. on October 7, 2024?
The filing indicates the entry into a material definitive agreement, but the specific details of this agreement are not fully elaborated in the provided text, requiring further review of the full document.
What type of equity securities were sold unregistered by Launch Two Acquisition Corp.?
The filing mentions unregistered sales of equity securities, specifically referencing 'LPBBU:UnitsEachConsistingOfOneClassOrdinaryShareAndOnehalfOfOneRedeemableWarrantMember', 'LPBBU:ClassOrdinarySharesParValue0.0001PerShareMember', and 'LPBBU:WarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50PerShareMember'.
Were there any changes to the board of directors or officers of Launch Two Acquisition Corp. on or around October 7, 2024?
Yes, the filing indicates 'Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers' as an item of information.
Did Launch Two Acquisition Corp. amend its articles of incorporation or bylaws, or change its fiscal year?
Yes, the filing lists 'Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year' as an item of information.
What is the exercise price for the warrants mentioned in the filing?
The exercise price for the warrants is $11.50 per share, as indicated by 'LPBBU:WarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50PerShareMember'.
Filing Stats: 1,947 words · 8 min read · ~6 pages · Grade level 11 · Accepted 2024-10-09 16:30:18
Key Financial Figures
- $0.0001 — LC Class A ordinary shares, par value $0.0001 per share LPBB The Nasdaq Stock Mar
- $11.50 — ordinary share at an exercise price of $11.50 per share LPBBW The Nasdaq Stock Ma
- $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 $7,075,000 in the aggre
- $7,075,000 — re, at a price of $1.00 per warrant, or $7,075,000 in the aggregate. Of those 7,075,000 Pr
- $231,150,000 — 2 Item8.01. Other Events. A total of $231,150,000 of the proceeds from the IPO and the sa
- $10,950,000 — acement Warrants (which amount includes $10,950,000 of the underwriter's deferred discount)
Filing Documents
- ea0217146-8k_launchtwo.htm (8-K) — 58KB
- ea021714601ex1-1_launchtwo.htm (EX-1.1) — 250KB
- ea021714601ex3-1_launchtwo.htm (EX-3.1) — 329KB
- ea021714601ex4-1_launchtwo.htm (EX-4.1) — 159KB
- ea021714601ex10-1_launchtwo.htm (EX-10.1) — 83KB
- ea021714601ex10-2_launchtwo.htm (EX-10.2) — 132KB
- ea021714601ex10-3_launchtwo.htm (EX-10.3) — 40KB
- ea021714601ex10-4_launchtwo.htm (EX-10.4) — 59KB
- ea021714601ex10-5_launchtwo.htm (EX-10.5) — 44KB
- ea021714601ex10-6_launchtwo.htm (EX-10.6) — 11KB
- ea021714601ex10-7_launchtwo.htm (EX-10.7) — 101KB
- ea021714601ex99-1_launchtwo.htm (EX-99.1) — 7KB
- ea021714601ex99-2_launchtwo.htm (EX-99.2) — 7KB
- 0001213900-24-086635.txt ( ) — 1794KB
- lpbbu-20241007.xsd (EX-101.SCH) — 4KB
- lpbbu-20241007_def.xml (EX-101.DEF) — 27KB
- lpbbu-20241007_lab.xml (EX-101.LAB) — 37KB
- lpbbu-20241007_pre.xml (EX-101.PRE) — 25KB
- ea0217146-8k_launchtwo_htm.xml (XML) — 7KB
From the Filing
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): October 7, 2024 Launch Two Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-42306 98-1801568 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 180 Grand Avenue Suite 1530 Oakland CA 94612 (Address of principal executive offices, including Registrant's telephone number, including area code: ( 510 ) 692-9600 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: 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 Class A ordinary share and one-half of one redeemable warrant LPBBU The Nasdaq Stock Market LLC Class A ordinary shares, par value $0.0001 per share LPBB The Nasdaq Stock Market LLC Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share LPBBW The Nasdaq Stock Market LLC 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. Item1.01. Entry into a Material Definitive Agreement. On October 9, 2024, Launch Two Acquisition Corp. (the "Company") consummated its initial public offering (" IPO ") of 23,000,000 units (the " Units "), including the exercise in full by the underwriters of an option to purchase up to 3,000,000 Units at the offering price to cover over-allotments. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $230,000,000. Each Unit consists of one Class A ordinary share of the Company, par value $0.0001 per share (the " Class A Ordinary Shares "), and one-half of one redeemable warrant of the Company (each, a " Warrant "), with each whole Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share. In connection with the IPO, the Company entered into the following agreements, forms of which were previously filed as exhibits to the Company's Registration An Underwriting Agreement, dated October 7, 2024, by and between the Company and Cantor Fitzgerald & Co., as representative of the several underwriters, a copy of which is attached as Exhibit 1.1 hereto and incorporated herein by reference. A Warrant Agreement, dated October 7, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, a copy of which is attached as Exhibit 4.1 hereto and incorporated herein by reference. An Investment Management Trust Agreement, dated October 7, 2024, by and between the Company and Continental Stock Transfer & Trust Company, as trustee, a copy of which is attached as Exhibit 10.1 hereto and incorporated herein by reference. A Registration Rights Agreement, dated October 7, 2024, by and among the Company and certain security holders, a copy of which is attached as Exhibit 10.2 hereto and incorporated herein by reference. A Private Placement Warrants Purchase Agreement, dated October 7, 2024 (the " Sponsor Private Placement Warrants Purchase Agreement "), by and between the Company and the Sponsor, a copy of which is attached as Exhibit 10.3 hereto and incorporated herein by reference. A Private Placement Warrants Purchase Agreement, dated October 7, 2024 (the " Cantor Private Placement Warrants Purchase Agreement "), by and between the Company and Cantor Fitzgerald & Co., a copy of which is attached as Exhibit 10.4 hereto and incorporated herein by reference. A Letter Agreement, dated October 7, 2024, by and among the Company, its officers, its directors and the Sponsor, a copy of which is attached as Exhibit 10.5 hereto and incorporated herein by reference. An Administrative Services Agreem