Form 8-K - Current report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

June 6, 2024

 

 

TARGET GLOBAL ACQUISITION I CORP.

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands		001-41135		N/A
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

PO Box 10176
Governor’s Square 23
Lime Tree Bay Avenue, Grand Cayman
KY1-1102,
Cayman Islands		KY1-1102
(Address of Principal Executive Offices)		(Zip Code)

(Registrant’s telephone number, including area code): [phone]

N/A

(Former name or former address, if changed since last report)

 

 

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Class A ordinary shares, par value $0.0001 per share		TGAA		The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50		TGAAW		The Nasdaq Stock Market LLC
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant		TGAAU		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

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Item 8.01

Other Events

On June 6, 2024, Target Global Acquisition I Corp. (the “Company”) issued a press release announcing that its board of directors (the “Board”), upon request of CIIG Management III LLC (the “Purchaser”), Target Global Sponsor Ltd (the “Sponsor”), has elected to extend the date by which the Company has to consummate a business combination (the “Termination Date”) from June 8, 2024, for an additional month, to July 8, 2024. The Company’s Amended and Restated Memorandum and Articles of Association, dated December 8, 2021, as further amended on June 2, 2023 and December 15, 2023 (the “Articles”), provides the Company the right to extend the Termination Date on a monthly basis for up to seven times by an additional one month each time (each, an “Extension”), from May 8, 2024 to December 8, 2024. On or before June 8, 2024, the Purchaser will deposit $90,000 into the Company’s trust account in connection with the Extension, which will be evidenced by a non-interest bearing, unsecured convertible promissory note to the Sponsor and will be repayable by the Company upon consummation of an initial Business Combination.

A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

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Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number		Description
99.1		Press Release, dated June 6, 2024.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

				Target Global Acquisition I Corp.
Date: June 6, 2024				By:		/s/ Michael Minnick
				Name:		Michael Minnick
				Title:		Chief Executive Officer

Exhibit 99.1

Target Global Acquisition I Corp. Announces Extension of Deadline to Complete Initial Business Combination

NEW YORK, NEW YORK / ACCESSWIRE / June 6, 2024 / Target Global Acquisition I Corp. (NASDAQ:TGAA) (the “Company”) announced today that its board of directors (the “Board”) has decided to extend the date by which the Company must consummate an initial business combination (the “Termination Date”) from June 8, 2024, for an additional month, to July 8, 2024 (the “Extension”). This is the second of seven potential one-month extensions of the Termination Date available to the Company pursuant to its Amended and Restated Memorandum and Articles of Association, dated December 8, 2021, as further amended on June 2, 2023 and December 15, 2023. The Company further announced that on or about June 8, 2024 a deposit $90,000 will be made into the Company’s trust account in connection with the Extension, which will be evidenced by a non-interest bearing, unsecured convertible promissory note to CIIG Management III LLC and will be repayable by the Company upon consummation of an initial Business Combination.

About Target Global Acquisition I Corp.

Target Global Acquisition I Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. For more information, please visit https://tgacquisition1.com.

Forward-Looking Statements

This press release includes forward-looking statements that involve risks and uncertainties. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target”, “may”, “intend”, “predict”, “should”, “would”, “predict”, “potential”, “seem”, “future”, “outlook” or other similar expressions (or negative versions of such words or expressions) that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors that may affect actual results or outcomes are detailed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 under the heading “Risk Factors” and other documents the Company has filed, or will file, with the SEC. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.

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CONTACT: For investor and media inquiries: https://tgacquisition1.com/contact/

SOURCE: Target Global Acquisition I Corp.

Document and Entity Information	Jun. 06, 2024
Document And Entity Information [Line Items]
Entity Tax Identification Number	00-0000000
Amendment Flag	false
Entity Central Index Key	0001847355
Document Type	8-K
Document Period End Date	Jun. 06, 2024
Entity Registrant Name	TARGET GLOBAL ACQUISITION I CORP.
Entity Incorporation State Country Code	E9
Entity File Number	001-41135
Entity Address, Address Line One	PO Box 10176
Entity Address, Address Line Two	Governor’s Square 23
Entity Address, Address Line Three	Lime Tree Bay Avenue
Entity Address, City or Town	Grand Cayman
Entity Address, Region	Grand Cayman
Entity Address, Country	KY
Entity Address, Postal Zip Code	KY1-1102
City Area Code	345
Local Phone Number	814 5772
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Capital Unit, Class A [Member]
Document And Entity Information [Line Items]
Security 12b Title	Class A ordinary shares, par value $0.0001 per share
Trading Symbol	TGAA
Security Exchange Name	NASDAQ
Redeemable Warrants Each Whole Warrant Exercisable For One Class A Ordinary Share At An Exercise Price Of 11.502 [Member]
Document And Entity Information [Line Items]
Security 12b Title	Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
Trading Symbol	TGAAW
Security Exchange Name	NASDAQ
Units Each Consisting Of One Class A Ordinary Share And One Third Of One Redeemable Warrant 1 [Member]
Document And Entity Information [Line Items]
Security 12b Title	Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant
Trading Symbol	TGAAU
Security Exchange Name	NASDAQ

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