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EX-99.1 - EXHIBIT 99.1 - Climate Real Impact Solutions II Acquisition Corpbrhc10021793_ex99-1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 15, 2021

Climate Real Impact Solutions II Acquisition Corporation
(Exact name of registrant as specified in its charter)

Delaware
 
001-39944
 
85-4141622
(State or other jurisdiction of incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer Identification Number)

300 Carnegie Center, Suite 150
Princeton, NJ
 
08540
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (212) 847-0360
Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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
Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-fifth of one redeemable warrant
 
CLIM.U
 
New York Stock Exchange
Shares of Class A common stock included as part of the units
 
CLIM
 
New York Stock Exchange
Redeemable warrants included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50
 
CLIM WS
 
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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. ☐



Item 8.01
Other Events.

On March 15, 2021, Climate Real Impact Solutions II Acquisition Corporation (the “Company”) announced that, commencing on March 19, 2021, the holders of units issued in its initial public offering (the “Units”), each consisting of one share of Class A common stock of the Company, par value $0.0001 per share (the “Class A common stock”), and one-fifth of one warrant of the Company (“Warrant”), with each whole Warrant entitling the holder thereof to purchase one share of Class A common stock for $11.50 per share, may elect to separately trade shares of Class A common stock and Warrants included in the Units. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Units not separated will continue to trade on the New York Stock Exchange under the symbol “CLIM.U”. Shares of Class A common stock and the Warrants will trade on the New York Stock Exchange under the symbols “CLIM” and “CLIM WS,” respectively. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into shares of Class A common stock and Warrants.

Item 9.01
Financial Statements and Exhibits.

(d)
Exhibits.
   
Press Release, dated March 15, 2021


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.

Dated: March 15, 2021

 
CLIMATE REAL IMPACT SOLUTIONS II
ACQUISITION CORPORATION
   
 
By:
/s/ John A. Cavalier
 
Name:
John A. Cavalier
 
Title:
Chief Financial Officer