Spectaire Holdings Inc.: Nasdaq/NYSE listing notice — Perception Capital Corp. II gets $650,000 working capital from Polar, Nasdaq non-compliance notice

Spectaire Holdings Inc.

Entered subscription agreement with Polar Multi-Strategy Master Fund for $650,000 capital contribution, repayable at business combination closing
Polar to receive 0.9 shares of common stock per dollar contributed, with repayment options in cash or stock at 0.1 shares per dollar
Sponsor Perception Capital Partners II LLC agreed to forfeit 585,000 Class B ordinary shares at closing
Nasdaq notified PCCT of non-compliance with minimum 400 total holders of Class A ordinary shares; deadline to submit plan by November 24, 2023
PCCT may receive up to 180-day extension to regain compliance if Nasdaq accepts its plan

item 1.01 item 2.03 item 3.01 item 3.02 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.9

Spectaire Holdings Inc. received a nasdaq noncompliance notice notice regarding shareholders (rules 5450(a)(2)).

Exchange: nasdaq
Notice: noncompliance notice
Deficiency: shareholders
Rules: 5450(a)(2)

Exact text from the filing

October 9, 2023, PCCT received a written notice from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) indicating that PCCT is not in compliance with Listing Rule 5450(a)(2) of the Nasdaq Global Market in connection with its listing of PCCT’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), which requires PCCT to maintain a minimum of 400 total holders of its Class A Ordinary Shares for continued listing on the Nasdaq Global Market. The Notice is only a notification of deficiency, not of imminent delisting, and has no current effec

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Spectaire Holdings Inc. entered into Subscription Agreement with Polar Multi-Strategy Master Fund valued at $650,000 (effective 2023-10-04).

Action: entry
Agreement: equity purchase
Counterparty: Polar Multi-Strategy Master Fund
Value: $650,000
Effective: 2023-10-04

Exact text from the filing

On October 4, 2023, Perception Capital Corp. II (“PCCT”) entered into a subscription agreement with Polar Multi-Strategy Master Fund (“Polar”) to cover working capital requirements of the Company prior to PCCT consummating an initial business combination (the “Subscription Agreement”).

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Source: SEC EDGAR

accession 0001193125-23-253502

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