CIIG Capital Partners II, Inc.: debt financing — CIIG II extends deadline to Sept 2023 with $2.9M deposit; Zapp merger vote set for April 12

CIIG Capital Partners II, Inc.

Issued $479,167 convertible note to anchor investor affiliates on March 15 and $2.4M note to sponsor on March 17 to fund extension.
Deposited $2,875,000 ($0.10 per share) into trust account, extending deadline from March 17, 2023 to September 17, 2023.
SEC declared effective the F-4 registration statement for proposed business combination with Zapp Electric Vehicles Limited.
Special meeting of stockholders to approve the Zapp merger set for April 12, 2023; record date February 13, 2023.
Upon closing, combined company Pubco to list on Nasdaq as 'ZAPP' and warrants as 'ZAPPW'.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

CIIG Capital Partners II, Inc. incurred convertible notes of $2,395,833.33 with CIIG Management II LLC at do not bear any interest maturing the earlier of: (i) the date on which the initial business combination is consummated or (ii) the effective date that the Company is wound up.

Instrument: convertible notes
Principal: $2,395,833.33
Counterparty: CIIG Management II LLC
Rate: do not bear any interest
Maturity: the earlier of: (i) the date on which the initial business combination is consummated or (ii) the effective date that the Company is wound up
Event: incurrence

Exact text from the filing

On March 17, 2023, the Company issued an Extension Note in the principal amount of $2,395,833.33 to the Company’s sponsor, CIIG Management II LLC, a Delaware limited liability company (the “Sponsor” and a “lender”) in connection with the Extension.

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

CIIG Capital Partners II, Inc. incurred convertible notes of $479,166.67 with affiliates of entities managed by an anchor investor at do not bear any interest maturing the earlier of: (i) the date on which the initial business combination is consummated or (ii) the effective date that the Company is wound up.

Instrument: convertible notes
Principal: $479,166.67
Counterparty: affiliates of entities managed by an anchor investor
Rate: do not bear any interest
Maturity: the earlier of: (i) the date on which the initial business combination is consummated or (ii) the effective date that the Company is wound up
Event: incurrence

Exact text from the filing

On March 15, 2023, CIIG Capital Partners II, Inc. a Delaware corporation (“CIIG II” or the “Company”) issued unsecured convertible promissory notes (the “Extension Notes”) in the principal aggregate amount of $479,166.67 to affiliates of entities managed by an anchor investor (each a “lender”) in connection with the extension of the date by which the Company has to consummate a business combination from March 17, 2023 to September 17, 2023 (the “Extension”).

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Source: SEC EDGAR

accession 0001193125-23-074870

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