8-K
filed April 10, 2024, 7:59 PM ET
CIK 0001865701
M&A
confidence high
sentiment neutral
materiality 0.75
Keyarch Acquisition Corp: M&A transaction — Keyarch closes business combination with ZOOZ Power; ZOOZ shares begin trading on Nasdaq
Keyarch Acquisition Corp
- ZOOZ ordinary shares and warrants commenced trading on Nasdaq on April 5, 2024, under ZOOZ and ZOOZW.
- 2,010,480 Keyarch public shares were redeemed in connection with the closing.
- Keyarch became a wholly-owned subsidiary of ZOOZ; all Keyarch directors/officers resigned, replaced by ZOOZ-appointed directors.
- Warrant agreements were assumed and amended to reference ZOOZ ordinary shares instead of Keyarch shares.
- Keyarch agreed to pay EarlyBirdCapital $1.5M business combination marketing fee, part via promissory note secured by escrowed sponsor shares.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Boaz Weizer was appointed as Sole Director at Keyarch Acquisition Corp.
- Action
- appointed
- Role
- Sole Director
Exact text from the filing
Following the consummation of the Business Combination, Boaz Weizer was appointed to serve as the sole director of Keyarch.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Sanqiang (Larry) Wang was appointed as Director at Keyarch Acquisition Corp.
- Action
- appointed
- Role
- Director
Exact text from the filing
Following the consummation of the Business Combination, Christine Y. Zhao, Sanqiang (Larry) Wang, Fang Zheng and Naama Zeldis were each appointed to serve as a director of ZOOZ.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Kai Xiong departed as director at Keyarch Acquisition Corp.
- Action
- ceased
Exact text from the filing
each of Fang Zheng, Kai Xiong, Jing Lu, Mark Taborsky, Doug Rothschild and Mei Han ceased to be directors and/or officers of Keyarch.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mei Han departed as director at Keyarch Acquisition Corp.
- Action
- ceased
Exact text from the filing
each of Fang Zheng, Kai Xiong, Jing Lu, Mark Taborsky, Doug Rothschild and Mei Han ceased to be directors and/or officers of Keyarch.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Naama Zeldis was appointed as Director at Keyarch Acquisition Corp.
- Action
- appointed
- Role
- Director
Exact text from the filing
Following the consummation of the Business Combination, Christine Y. Zhao, Sanqiang (Larry) Wang, Fang Zheng and Naama Zeldis were each appointed to serve as a director of ZOOZ.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jing Lu departed as director at Keyarch Acquisition Corp.
- Action
- ceased
Exact text from the filing
each of Fang Zheng, Kai Xiong, Jing Lu, Mark Taborsky, Doug Rothschild and Mei Han ceased to be directors and/or officers of Keyarch.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Fang Zheng departed as director at Keyarch Acquisition Corp.
- Action
- ceased
Exact text from the filing
each of Fang Zheng, Kai Xiong, Jing Lu, Mark Taborsky, Doug Rothschild and Mei Han ceased to be directors and/or officers of Keyarch.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mark Taborsky departed as director at Keyarch Acquisition Corp.
- Action
- ceased
Exact text from the filing
each of Fang Zheng, Kai Xiong, Jing Lu, Mark Taborsky, Doug Rothschild and Mei Han ceased to be directors and/or officers of Keyarch.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Doug Rothschild departed as director at Keyarch Acquisition Corp.
- Action
- ceased
Exact text from the filing
each of Fang Zheng, Kai Xiong, Jing Lu, Mark Taborsky, Doug Rothschild and Mei Han ceased to be directors and/or officers of Keyarch.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Christine Y. Zhao was appointed as Director at Keyarch Acquisition Corp.
- Action
- appointed
- Role
- Director
Exact text from the filing
Following the consummation of the Business Combination, Christine Y. Zhao, Sanqiang (Larry) Wang, Fang Zheng and Naama Zeldis were each appointed to serve as a director of ZOOZ.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Fang Zheng was appointed as Director at Keyarch Acquisition Corp.
- Action
- appointed
- Role
- Director
Exact text from the filing
Following the consummation of the Business Combination, Christine Y. Zhao, Sanqiang (Larry) Wang, Fang Zheng and Naama Zeldis were each appointed to serve as a director of ZOOZ.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.95
Keyarch Acquisition Corp underwent a change of control involving ZOOZ Power Ltd. (closed 2024-04-04).
- Action
- change of control
- Counterparty
- ZOOZ Power Ltd.
- Closing
- 2024-04-04
Exact text from the filing
On April 4, 2024 (the “ Closing Date ”), Keyarch Acquisition Corporation, a Cayman Islands exempted company (the “ Company ” or “ Keyarch ”), and ZOOZ Power Ltd. (TASE: ZOOZ), a limited liability company organized under the laws of the State of Israel (“ ZOOZ ”), consummated (the “ Closing ”) their previously announced business combination (the “ Business Combination ”), pursuant to that certain Business Combination Agreement, dated as of July 30, 2023 (as amended on February 9, 2024, March 8, 2024 and March 15, 2024, the “ Business Combination Agreement ”), by and among Keyarch, ZOOZ, ZOOZ Power Cayman, a Cayman Islands exempted company and a direct, wholly owned subsidiary of ZOOZ (“ Merger Sub ”), Keyarch Global Sponsor Limited, a Cayman Islands exempted company (the “ Sponsor ”), in the capacity as representative of specified shareholders of Keyarch after the effective time of the Business Combination, and, by a joinder agreement, Dan Weintraub in the capacity as representative of
View on SEC.gov
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