Marblegate Acquisition Corp.: debt financing — Marblegate Acquisition extends deadline to Oct 2024; $1.4M redeemed by 128K public shares

Marblegate Acquisition Corp.

Shareholders voted to extend business combination deadline from Jan 5 to Oct 5, 2024.
128,459 public shares redeemed for ~$1.4 million ($10.62/share), leaving 637,605 public shares outstanding.
Company issued up to $450K promissory note from sponsor affiliate for working capital, convertible at $10/share.
Harvey Golub and Alan J. Mintz elected as Class II directors until 2026 annual meeting.

item 1.01 item 2.03 item 5.03 item 5.07 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Marblegate Acquisition Corp. incurred loan of up to $450,000 with Marblegate Special Opportunities Master Fund, L.P. at bears no interest maturing due and payable upon the earlier to occur of (i) the date on which the Company consummates its initial business combination and (ii) the date that the winding u.

Instrument: loan
Principal: up to $450,000
Counterparty: Marblegate Special Opportunities Master Fund, L.P.
Rate: bears no interest
Maturity: due and payable upon the earlier to occur of (i) the date on which the Company consummates its initial business combination and (ii) the date that the winding u
Event: incurrence

Exact text from the filing

On December 21, 2023, Marblegate Acquisition Corp. (the “ Company ”) issued a promissory note (the “ Note ”) in the principal amount of up to $450,000 to Marblegate Special Opportunities Master Fund, L.P., a member of the Company’s sponsor (the “ Payee ”).

View on SEC.gov

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Marblegate Acquisition Corp.: Amended certificate of incorporation to extend business combination deadline from January 5, 2024 to October 5, 2024 (effective 2023-12-19).

Change: charter amendment
Effective: 2023-12-19

Exact text from the filing

On December 19, 2023, the Company filed an amendment to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware (the “ Extension Amendment ”). The Extension Amendment extends the date by which the Company must consummate its initial business combination from January 5, 2024 to October 5, 2024, or such earlier date as determined by the Company’s board of directors (the “ Board ”).

View on SEC.gov

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

Marblegate Acquisition Corp. entered into Note with Marblegate Special Opportunities Master Fund, L.P. valued at principal amount of up to $450,000 (effective 2023-12-21).

Action: entry
Agreement: credit facility
Counterparty: Marblegate Special Opportunities Master Fund, L.P.
Value: principal amount of up to $450,000
Effective: 2023-12-21

Exact text from the filing

On December 21, 2023, Marblegate Acquisition Corp. (the “ Company ”) issued a promissory note (the “ Note ”) in the principal amount of up to $450,000 to Marblegate Special Opportunities Master Fund, L.P., a member of the Company’s sponsor (the “ Payee ”).

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Marblegate Acquisition Corp. shareholders approved To elect each of Harvey Golub and Alan J. Mintz as Class II directors of the Board until the annual meeting of the Company to be held in 2026 or until their successors are appointed and qualified. at the 2023-12-19 meeting.

Proposal: director election
Outcome: passed
Meeting: 2023-12-19

Exact text from the filing

Proposal No. 2: The Director Election Proposal: To elect each of Harvey Golub and Alan J. Mintz as Class II directors of the Board until the annual meeting of the Company to be held in 2026 or until their successors are appointed and qualified.

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Marblegate Acquisition Corp. shareholders approved To amend the Company’s amended and restated certificate of incorporation by allowing the Company to extend the date by which it has to consummate a business combination for an additional nine (9) months, from January 5, 2024 to October 5, 2024, or such earlier date as determined by the Company’s boa at the 2023-12-19 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-12-19

Exact text from the filing

On December 19, 2023, the Company held a special meeting of shareholders (the “ Meeting ”) to approve the Extension Amendment Proposal, the Director Election Proposal and the Adjournment Proposal, each as more fully described in its definitive proxy statement, filed with United States Securities and Exchange Commission (the “ Commission ”) on November 28, 2023.

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Source: SEC EDGAR

accession 0001193125-23-302125

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