--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-24-040496" form_type: "8-K" ticker: null cik: "0001879297" company_name: "LAMF Global Ventures Corp. I" filed_at: "2024-05-07T23:59:59+00:00" generated_at: "2026-06-02T20:48:21.221984+00:00" event_type: "m_and_a" sentiment: "negative" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # LAMF Global Ventures completes de-SPAC merger with Nuvo Group; 98.7% of shares redeemed ## Summary - Shareholders redeemed 2,913,194 shares at ~$11.03, leaving ~$435K in trust; only 39,422 shares outstanding post-closing. - Interim financing raised ~$13M gross; $550K working capital note converted into 55,000 shares and 27,500 warrants. - LAMF units, shares, and warrants delisted from Nasdaq; trading suspended April 30, 2024. - All LAMF officers and directors resigned; Holdco Nuvo Group D.G. Ltd. becomes post-combination entity. - Holdco issued 3,823,530 ordinary shares to Interim Financing Investors; registration rights agreement signed. ## SEC filing metadata - accession: 0001213900-24-040496 - form_type: 8-K - cik: 0001879297 - company_name: LAMF Global Ventures Corp. I - filed_at: 2024-05-07T23:59:59+00:00 - event_type: m_and_a - sentiment: negative - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.01, 1.02, 2.01, 3.01, 3.02, 3.03, 5.01, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/ea0205441-8k_lamf1.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-24-040496 - JSON: https://secwatch.observer/filing/0001213900-24-040496.json - Plain text: https://secwatch.observer/filing/0001213900-24-040496.txt ## Key facts - M&A Transactions LAMF Global Ventures Corp. I completed an acquisition involving Nuvo Group Ltd. (closed 2024-05-01). - Action: acquisition - Counterparty: Nuvo Group Ltd. - Closing: 2024-05-01 source text: On May 1, 2024 (the “Closing Date”), Merger Sub merged with and into Nuvo (the “Acquisition Merger” and, together with the SPAC Merger, the “Mergers”), with Nuvo continuing as the surviving corporation of such merger (Nuvo, in its capacity as the surviving entity of the Acquisition Merger, the “Acquisition Surviving Sub”). evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - M&A Transactions LAMF Global Ventures Corp. I underwent a change of control involving Assetco (closed 2024-04-30). - Action: change of control - Counterparty: Assetco - Closing: 2024-04-30 source text: On April 30, 2024, LAMF merged with and into Assetco (the “SPAC Merger”), with Assetco continuing as the surviving corporation (Assetco, in its capacity as the surviving entity of the SPAC Merger, the “SPAC Surviving Company”). evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - Material Agreements LAMF Global Ventures Corp. I entered into Warrant Assignment, Assumption and Amendment Agreement with Continental Stock Transfer & Trust Company valued at Entry into Warrant Assignment, Assumption and Amendment Agreement assigning existing warrant agreeme (effective 2024-04-30). - Action: entry - Counterparty: Continental Stock Transfer & Trust Company - Value: Entry into Warrant Assignment, Assumption and Amendment Agreement assigning existing warrant agreeme - Effective: 2024-04-30 source text: On April 30, 2024, LAMF, Holdco and Continental Stock Transfer & Trust Company (“Continental”) entered into that certain Warrant Assignment, Assumption and Amendment Agreement (the “New Warrant Agreement”). evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - Material Agreements LAMF Global Ventures Corp. I terminated Administrative Services Agreement with LAMF SPAC Holdings I LLC valued at Terminated Administrative Services Agreement dated November 10, 2021 in connection with business com (effective 2024-05-01). - Action: termination - Counterparty: LAMF SPAC Holdings I LLC - Value: Terminated Administrative Services Agreement dated November 10, 2021 in connection with business com - Effective: 2024-05-01 source text: (ii) that certain Administrative Services Agreement, dated as of November 10, 2021, between LAMF and LAMF SPAC Holdings I LLC (the “Sponsor”), pursuant to which the Sponsor and/or its affiliates provided office space and secretarial and administrative services to LAMF for a fee of $20,000 per month evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - Material Agreements LAMF Global Ventures Corp. I terminated Registration Rights Agreement with Sponsor and Holders valued at Terminated and replaced Registration Rights Agreement dated November 10, 2021 with Holdco Registrati (effective 2024-05-01). - Action: termination - Agreement: asset purchase - Counterparty: Sponsor and Holders - Value: Terminated and replaced Registration Rights Agreement dated November 10, 2021 with Holdco Registrati - Effective: 2024-05-01 source text: (iv) and Registration Rights Agreement, dated November 10, 2021, by and among LAMF, the Sponsor and the Holders signatory thereto, which was terminated and replaced by that certain Registration Rights Agreement, dated as of May 1, 2024, by and among LAMF, Holdco, the Sponsor and the other parties thereto, as contemplated by the Business Combination Agreement (the “Holdco Registration Rights Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - Material Agreements LAMF Global Ventures Corp. I entered into Holdco Registration Rights Agreement with LAMF, Holdco, Sponsor and other parties valued at Entry into Holdco Registration Rights Agreement replacing prior registration rights agreement (effective 2024-05-01). - Action: entry - Agreement: asset purchase - Counterparty: LAMF, Holdco, Sponsor and other parties - Value: Entry into Holdco Registration Rights Agreement replacing prior registration rights agreement - Effective: 2024-05-01 source text: that certain Registration Rights Agreement, dated as of May 1, 2024, by and among LAMF, Holdco, the Sponsor and the other parties thereto, as contemplated by the Business Combination Agreement (the “Holdco Registration Rights Agreement”) evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - Material Agreements LAMF Global Ventures Corp. I terminated Letter Agreement with officers, directors and Sponsor valued at Terminated Letter Agreement dated November 10, 2021 in connection with business combination closing (effective 2024-05-01). - Action: termination - Counterparty: officers, directors and Sponsor - Value: Terminated Letter Agreement dated November 10, 2021 in connection with business combination closing - Effective: 2024-05-01 source text: (iii) the Letter Agreement, dated as of November 10, 2021, made in favor of LAMF by each officer and director of LAMF and Sponsor, which included covenants of such persons to vote in favor of LAMF’s initial business combination and not to participate in the SPAC Redemptions, among other things evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm - Material Agreements LAMF Global Ventures Corp. I terminated Investment Management Trust Agreement with Continental Stock Transfer & Trust Company valued at Terminated Investment Management Trust Agreement dated November 10, 2021 in connection with business (effective 2024-05-01). - Action: termination - Counterparty: Continental Stock Transfer & Trust Company - Value: Terminated Investment Management Trust Agreement dated November 10, 2021 in connection with business - Effective: 2024-05-01 source text: On the Closing Date, in connection with the consummation of the Business Combination, the following material agreements of LAMF terminated in accordance with their terms: (i) that certain Investment Management Trust Agreement, dated as of November 10, 2021 (the “Investment Management Trust Agreement”), between LAMF and Continental evidence_url: https://www.sec.gov/Archives/edgar/data/1879297/000121390024040496/0001213900-24-040496-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.