CND.U / Concord Acquisition Corp. Units, each consisting of one share of Class A and one-half o - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Concord Acquisition Corp. Units, each consisting of one share of Class A and one-half o
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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Concord Acquisition Corp. Units, each consisting of one share of Class A and one-half o
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
February 2, 2024 SC 13G

CNDA / Concord Acquisition Corp II / COWEN AND COMPANY, LLC - COWEN AND COMPANY, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Concord Acquisition Corp A (Name of Issuer) Common Stock (Title of Class of Securities) 20607U108 (CUSIP Number) December 29, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fil

February 14, 2023 SC 13G/A

CND / Concord Acquisition Corp. / Azora Capital LP - FEBRUARY 14, 2023 Passive Investment

SC 13G/A 1 concord13ga-021423.htm FEBRUARY 14, 2023 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13D - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No.1)* Concord Acquisition Corp (Name of Issuer) Class A Common Stock (Title of Class of Securities) 206071102 (CUSIP

January 3, 2023 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39770 CONCORD ACQUISITION CORP (Exact name of registrant as specified in

December 30, 2022 8-K

Other Events

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): December 28, 2022 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2642903 (State or other jurisdiction of incorporation) (Commiss

December 21, 2022 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 3, 2023, pursuant to the provisions of Rule 12d2-2 (a).

December 6, 2022 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.

December 5, 2022 EX-99.1

Circle and Concord Acquisition Corp Mutually Agree to Terminate Proposed Business Combination

Exhibit 99.1 Circle and Concord Acquisition Corp Mutually Agree to Terminate Proposed Business Combination BOSTON ? December 5, 2022 ? Circle Internet Financial (Circle) and Concord Acquisition Corp (NYSE:CND), a publicly traded special purpose acquisition company, today announced the mutual termination of their proposed business combination initially announced in July 2021 and amended in February

December 5, 2022 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

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): December 5, 2022 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2642903 (State or other jurisdiction of incorporation) (Commissi

December 5, 2022 EX-10.1

Termination Agreement, dated as of December 5, 2022, by and among Concord Acquisition Corp, Circle Internet Finance Public Limited Company, Topco (Ireland) Merger Sub Inc., and Circle Internet Financial Limited, and, solely for purposes of Sections 4 and 5, Concord Sponsor Group LLC and CA Co-Investment LLC.

Exhibit 10.1 TERMINATION AGREEMENT This TERMINATION AGREEMENT (this ?Termination Agreement?) is entered into as of December 5, 2022 (the ?Effective Date?), by and among Concord Acquisition Corp, a Delaware corporation (?Concord?), Circle Internet Finance Public Limited Company (formerly known as Circle Acquisition Public Limited Company), a public company limited by shares incorporated in Ireland

December 5, 2022 EX-99.2

Concord Acquisition Corp Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination

Exhibit 99.2 Concord Acquisition Corp Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination New York, New York, December 5, 2022?Concord Acquisition Corp (NYSE: CND) (the ?Company?) today announced that it will redeem all of its outstanding shares of Class A common stock (the ?public shares?), effective as of the close of business on December 20, 2022 (the ?Redempti

November 18, 2022 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 3) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 3) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi

November 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp (Exact name of registrant

November 9, 2022 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 2) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

PRER14A 1 ea168302-prer14aconcord.htm REVISED PRELIMINARY PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 2) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential

November 3, 2022 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

October 25, 2022 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

September 26, 2022 SC 13G

CND / Concord Acquisition Corp. / 683 Capital Management, LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* Concord Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 206071102 (CUSIP Number) September 14, 2

September 1, 2022 CORRESP

2

Jason T. Simon, Esq. Tel 703.749.1386 Fax 703.714.8386 [email protected] September 1, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street NE Washington, D.C. 20549-3561 Attn: Isaac Esquivel, Shannon Menjivar, Office of Real Estate & Construction Re: Concord Acquisition Corp Form 10-K for the Fiscal Year Ended December 31, 2021 Filed March 4, 2022 File No.

September 1, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39770 CONCORD

August 11, 2022 SC 13G/A

CND / Concord Acquisition Corp. / Sculptor Capital LP - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CONCORD ACQUISITION CORP (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 206071102 (CUSIP Number) May 18, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

August 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp (Exact name of registrant as s

June 7, 2022 EX-99.1

Concord Acquisition Corp Announces Intention to Extend Period to Consummate Initial Business Combination

Exhibit 99.1 Concord Acquisition Corp Announces Intention to Extend Period to Consummate Initial Business Combination New York, New York, June 3, 2022?Concord Acquisition Corp (NYSE: CND) (the ?Company?) today announced that its board of directors has approved an extension of the period of time the Company has to consummate its initial business combination by six months from June 10, 2022 to Decem

June 7, 2022 EX-10.1

Promissory Note, dated June 7, 2022, issued by Concord Acquisition Corp to Circle Internet Financial Limited or its registered assigns or successors in interest

Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

June 7, 2022 EX-10.1

Promissory Note, dated June 7, 2022, issued by Concord Acquisition Corp to Circle Internet Financial Limited or its registered assigns or successors in interest

Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY

June 7, 2022 EX-99.1

Concord Acquisition Corp Announces Intention to Extend Period to Consummate Initial Business Combination

Exhibit 99.1 Concord Acquisition Corp Announces Intention to Extend Period to Consummate Initial Business Combination New York, New York, June 3, 2022?Concord Acquisition Corp (NYSE: CND) (the ?Company?) today announced that its board of directors has approved an extension of the period of time the Company has to consummate its initial business combination by six months from June 10, 2022 to Decem

June 7, 2022 425

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 3, 2022 Concord Acquisition

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 3, 2022 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2642903 (State or other jurisdiction of incorporation) (Commission F

June 7, 2022 EX-99.2

Concord Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination

Exhibit 99.2 Concord Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination New York, New York, June 7, 2022?Concord Acquisition Corp (NYSE: CND) (the ?Company?) today announced that Circle Internet Financial Limited, a private company limited by shares incorporated in Ireland (?Circle?) has deposited $2,760,000 into the Company?s trust account for its public

June 7, 2022 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

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 3, 2022 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2642903 (State or other jurisdiction of incorporation) (Commission F

June 7, 2022 EX-99.2

Concord Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination

Exhibit 99.2 Concord Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination New York, New York, June 7, 2022?Concord Acquisition Corp (NYSE: CND) (the ?Company?) today announced that Circle Internet Financial Limited, a private company limited by shares incorporated in Ireland (?Circle?) has deposited $2,760,000 into the Company?s trust account for its public

June 7, 2022 425

Concord Acquisition Corp Confirms Funding to Extend Period to Consummate Initial Business Combination

Filed by Circle Internet Finance Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

June 3, 2022 425

Concord Acquisition Corp Announces Intention to Extend Period to Consummate Initial Business Combination

Filed by Circle Internet Finance Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

May 13, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp (Exact name of registrant as

April 12, 2022 425

Circle Announces $400M Funding Round BlackRock, Fidelity, Marshall Wace and Fin Capital Participate

Filed by Circle Acquisition Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

March 4, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39770 CONCORD ACQUISITION CORP (Ex

February 17, 2022 EX-2.1

Transaction Agreement, dated as of February 16, 2022, by and among Concord Acquisition Corp, Circle Internet Financial Limited, Circle Internet Finance Public Limited Company and Topco (Ireland) Merger Sub, Inc.

Exhibit 2.1 Execution Version TRANSACTION AGREEMENT by and among CONCORD ACQUISITION Corp, CIRCLE INTERNET FINANCE PUBLIC LIMITED COMPANY, TOPCO (IRELAND) MERGER SUB, INC., AND CIRCLE INTERNET FINANCIAL LIMITED Dated as of February 16, 2022 Table of Contents Page Article I. DEFINITIONS 3 SECTION 1.01 Certain Definitions 3 SECTION 1.02 Further Definitions 15 SECTION 1.03 Construction 16 Article II.

February 17, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits

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): February 16, 2022 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2642903 (State or other jurisdiction (Commission File Number) (

February 17, 2022 EX-99.2

2022 - 2023 Outlook February 2022 CONFIDENTIAL Circle Internet Financial | Confidential | 2 P&L Summary Circle Internet Financial | Confidential | 3 1 Estimates subject to change as year - end is finalized 2 USDC reserve return rates calculated using CM

Exhibit 99.2 2022 - 2023 Outlook February 2022 CONFIDENTIAL Circle Internet Financial | Con?dential | 2 P&L Summary Circle Internet Financial | Con?dential | 3 1 Estimates subject to change as year - end is ?nalized 2 USDC reserve return rates calculated using CME 30 day federal funds futures curve as of January 19, 2022 ( https://www.cmegroup.com/markets/interest - rates/stirs/30 - day - federal

February 17, 2022 EX-99.1

Circle Valued at $9B in New Transaction Terms Agreed with Concord Acquisition Corp New agreement replaces the business combination initially announced in July 2021

Exhibit 99.1 For more information: Press: [email protected] Investors: [email protected] Circle Valued at $9B in New Transaction Terms Agreed with Concord Acquisition Corp New agreement replaces the business combination initially announced in July 2021 BOSTON, Feb 17, 2022 - Circle Internet Financial, a global internet finance firm that provides internet-based payments and financial infrastru

February 17, 2022 EX-99.1

Circle Valued at $9B in New Transaction Terms Agreed with Concord Acquisition Corp New agreement replaces the business combination initially announced in July 2021

Exhibit 99.1 For more information: Press: [email protected] Investors: [email protected] Circle Valued at $9B in New Transaction Terms Agreed with Concord Acquisition Corp New agreement replaces the business combination initially announced in July 2021 BOSTON, Feb 17, 2022 - Circle Internet Financial, a global internet finance firm that provides internet-based payments and financial infrastru

February 17, 2022 EX-2.1

Transaction Agreement, dated as of February 16, 2022, by and among Concord Acquisition Corp, Circle Internet Financial Limited, Circle Internet Finance Public Limited Company and Topco (Ireland) Merger Sub, Inc.

Exhibit 2.1 Execution Version TRANSACTION AGREEMENT by and among CONCORD ACQUISITION Corp, CIRCLE INTERNET FINANCE PUBLIC LIMITED COMPANY, TOPCO (IRELAND) MERGER SUB, INC., AND CIRCLE INTERNET FINANCIAL LIMITED Dated as of February 16, 2022 Table of Contents Page Article I. DEFINITIONS 3 SECTION 1.01 Certain Definitions 3 SECTION 1.02 Further Definitions 15 SECTION 1.03 Construction 16 Article II.

February 17, 2022 EX-10.3

Termination Agreement, dated as of February 16, 2022, by and among Concord Acquisition Corp, Circle Internet Financial Limited, Circle Internet Finance Public Limited Company and Topco (Ireland) Merger Sub, Inc.

Exhibit 10.3 Execution Version TERMINATION OF BUSINESS COMBINATION AGREEMENT Termination of Business Combination Agreement, dated as of February 16, 2022 (this ?Termination?), among Concord Acquisition Corp, a Delaware corporation (?Concord?), Circle Internet Finance Public Limited Company (formerly known as Circle Acquisition Public Limited Company), a public company limited by shares incorporate

February 17, 2022 EX-99.2

2022 - 2023 Outlook February 2022 CONFIDENTIAL Circle Internet Financial | Confidential | 2 P&L Summary Circle Internet Financial | Confidential | 3 1 Estimates subject to change as year - end is finalized 2 USDC reserve return rates calculated using CM

Exhibit 99.2 2022 - 2023 Outlook February 2022 CONFIDENTIAL Circle Internet Financial | Con?dential | 2 P&L Summary Circle Internet Financial | Con?dential | 3 1 Estimates subject to change as year - end is ?nalized 2 USDC reserve return rates calculated using CME 30 day federal funds futures curve as of January 19, 2022 ( https://www.cmegroup.com/markets/interest - rates/stirs/30 - day - federal

February 17, 2022 EX-10.3

Termination Agreement, dated as of February 16, 2022, by and among Concord Acquisition Corp, Circle Internet Financial Limited, Circle Internet Finance Public Limited Company and Topco (Ireland) Merger Sub, Inc.

Exhibit 10.3 Execution Version TERMINATION OF BUSINESS COMBINATION AGREEMENT Termination of Business Combination Agreement, dated as of February 16, 2022 (this ?Termination?), among Concord Acquisition Corp, a Delaware corporation (?Concord?), Circle Internet Finance Public Limited Company (formerly known as Circle Acquisition Public Limited Company), a public company limited by shares incorporate

February 17, 2022 425

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): February 16, 2022 Concord Acquisi

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): February 16, 2022 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2642903 (State or other jurisdiction (Commission File Number) (

February 17, 2022 EX-10.2

Transaction Support Agreement, dated as of February 16, 2022, by and between Concord and Jeremy Allaire (incorporated by reference to Exhibit 10.2 of Concord Acquisition Corp’s Current Report on Form 8-K, filed with the SEC on February 17, 2022).

Exhibit 10.2 Execution Version TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of February 16, 2022 (this ?Agreement?), is by and among Concord Acquisition Corp, a Delaware corporation (?Concord?) and certain of the shareholders of the Company (as defined below) whose names appear on the signature pages of this Agreement (each, a ?Shareholder? and, collectively, the ?Sha

February 17, 2022 EX-10.2

Transaction Support Agreement, dated as of February 16, 2022, by and among Concord Acquisition Corp and Jeremy Allaire.

Exhibit 10.2 Execution Version TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of February 16, 2022 (this ?Agreement?), is by and among Concord Acquisition Corp, a Delaware corporation (?Concord?) and certain of the shareholders of the Company (as defined below) whose names appear on the signature pages of this Agreement (each, a ?Shareholder? and, collectively, the ?Sha

February 17, 2022 EX-99.3

Email Subject: Circle revises business combination terms with Concord Acquisition Corp

Exhibit 99.3 Email Subject: Circle revises business combination terms with Concord Acquisition Corp Dear Circle Community, I am writing to share with you exciting news about our continued journey to build trust and credibility by becoming a public company through our business combination announcement shared in July of last year. Today we announced that we have agreed to new agreement terms with Co

February 17, 2022 EX-99.3

Email Subject: Circle revises business combination terms with Concord Acquisition Corp

Exhibit 99.3 Email Subject: Circle revises business combination terms with Concord Acquisition Corp Dear Circle Community, I am writing to share with you exciting news about our continued journey to build trust and credibility by becoming a public company through our business combination announcement shared in July of last year. Today we announced that we have agreed to new agreement terms with Co

February 17, 2022 EX-10.1

Transaction Support Agreement, dated as of February 16, 2022, by and among Concord and certain shareholders of Circle (incorporated by reference to Exhibit 10.1 of Concord Acquisition Corp’s Current Report on Form 8-K, filed with the SEC on February 17, 2022).

Exhibit 10.1 Execution Version TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of February 16, 2022 (this ?Agreement?), is by and among Concord Acquisition Corp, a Delaware corporation (?Concord?) and certain of the shareholders of the Company (as defined below) whose names appear on the signature pages of this Agreement (each, a ?Shareholder? and, collectively, the ?Sha

February 17, 2022 EX-10.1

Transaction Support Agreement, dated as of February 16, 2022, by and among Concord Acquisition Corp and certain shareholders of Circle Internet Financial Limited.

Exhibit 10.1 Execution Version TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of February 16, 2022 (this ?Agreement?), is by and among Concord Acquisition Corp, a Delaware corporation (?Concord?) and certain of the shareholders of the Company (as defined below) whose names appear on the signature pages of this Agreement (each, a ?Shareholder? and, collectively, the ?Sha

February 14, 2022 SC 13G

CND / Concord Acquisition Corp. / Azora Capital LP Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13D - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* Concord Acquisition Corp (Name of Issuer) Class A Common Stock (Title of Class of Securities) 206071102 (CUSIP Number) December 31, 2021 (Date of Event which Requi

February 14, 2022 SC 13G/A

CND / Concord Acquisition Corp. / CITADEL ADVISORS LLC - CONCORD ACQUISITION CORP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 2)* Concord Acquisition Corp (Name of Issuer) Class A common stock, $0.0001 par value per share (the ?Shares?) (Title of Class of Securities) 2

February 14, 2022 SC 13G/A

CND / Concord Acquisition Corp. / 683 Capital Management, LLC - AMENDMENT NO. TO THE SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 1)* Concord Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 206071102 (CUSIP Number) December 31, 2

February 14, 2022 SC 13G/A

CND / Concord Acquisition Corp. / Beryl Capital Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Concord Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 206071102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

February 9, 2022 SC 13G/A

CND / Concord Acquisition Corp. / ARK Investment Management LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

February 9, 2022 SC 13G/A

CND / Concord Acquisition Corp. / MFN Partners, LP - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Concord Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 206071102 (CUSIP Number) December 31, 2021 Date of Event Which Requires Filing of this Statement Check the appropriate bo

February 2, 2022 SC 13G

CND / Concord Acquisition Corp. / Sculptor Capital LP - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CONCORD ACQUISITION CORP (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 206071102 (CUSIP Number) January 24, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

December 10, 2021 SC 13G

CND / Concord Acquisition Corp. / ARK Investment Management LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

December 10, 2021 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39770 CONCORD

November 16, 2021 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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): November 15, 2021 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2665549 (State or other jurisdiction of incorporation) (Commiss

November 16, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp (Exact name of registrant

November 15, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39770 CUSIP NUMBER 206071 102 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: September 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? T

October 21, 2021 425

Circle Names Accounting Executive Danita Ostling to Board of Directors and Chair of Audit Committee

Filed by Circle Acquisition Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

August 23, 2021 425

###

Filed by Circle Acquisition Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

August 23, 2021 425

USD COIN RESERVES EVOLVING TO 100 PERCENT CASH AND SHORT DURATION U.S. TREASURIES

Filed by Circle Acquisition Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

August 16, 2021 SC 13G

CND / Concord Acquisition Corp. / Beryl Capital Management LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Concord Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 206071102 (CUSIP Number) August 6, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

August 10, 2021 425

Filed by Circle Acquisition Public Limited Company

Filed by Circle Acquisition Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

August 10, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp (Exact name of registrant as s

August 9, 2021 425

###

Filed by Circle Acquisition Public Limited Company Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Circle Internet Financial Limited Concord Acquisition Corp (Commission File No.

July 21, 2021 EX-99.1

JOINT FILING AGREEMENT

CUSIP No. 206071102 EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G to which this Agreement is annexed as Exhibit 1, and any amendments thereto, is and will be filed on behalf of each of them in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. Dated: July 21, 2021 MFN PARTNERS, LP By: /s/ Jonatha

July 21, 2021 SC 13G

CND / Concord Acquisition Corp. / MFN Partners, LP - SC 13G Passive Investment

SC 13G CUSIP No. 206071102 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Concord Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 206071102 (CUSIP Number) July 12, 2021 Date of Event Which Requires Filing of this Statement Check the a

July 16, 2021 SC 13G

CND / Concord Acquisition Corp. / 683 Capital Management, LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* Concord Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 206071102 (CUSIP Number) July 8, 2021 (D

July 8, 2021 EX-99.3

Circle Internet Financial | Investor Presentation, June 2021 | 1 Circle Internet Financial Limited 2021 Circle Internet Financial | Investor Presentation | 2 Genera l This presentation is for informational purposes only to assist interested parties i

Exhibit 99.3 Circle Internet Financial | Investor Presentation, June 2021 | 1 Circle Internet Financial Limited 2021 Circle Internet Financial | Investor Presentation | 2 Genera l This presentation is for informational purposes only to assist interested parties in making their own evaluation with respect to the proposed business combination between Concord Acquisition Corp (?Concord?) and Circle I

July 8, 2021 EX-10.3

Form of Subscription Agreement.

Exhibit 10.3 EXECUTION VERSION SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into this 7th day of July, 2021, by and among Concord Acquisition Corp, a Delaware corporation (the ?Company?), Circle Acquisition Public Limited Company, a public company limited by shares incorporated in Ireland (?Topco?), and the party identified as the ?Subscriber? on th

July 8, 2021 EX-10.3

Form of Subscription Agreement.

Exhibit 10.3 EXECUTION VERSION SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this ?Subscription Agreement?) is entered into this 7th day of July, 2021, by and among Concord Acquisition Corp, a Delaware corporation (the ?Company?), Circle Acquisition Public Limited Company, a public company limited by shares incorporated in Ireland (?Topco?), and the party identified as the ?Subscriber? on th

July 8, 2021 EX-99.5

2

Exhibit 99.5 Title: Circle to become a public company Dear Circle Community, I am writing to share with you an exciting and significant milestone in our journey as a company. Today we announced that we have entered into a definitive agreement that will result in Circle becoming a publicly traded company on the New York Stock Exchange (NYSE). We have accomplished this through a combination with Con

July 8, 2021 EX-99.6

Consolidated Financial Statements and Report of Certified Public Accountants Circle Internet Financial Limited and Subsidiaries December 31, 2020 and 2019

EX-99.6 11 ea143875ex99-6concordacq.htm AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF CIRCLE INTERNET FINANCIAL LIMITED AND SUBSIDIARIES Exhibit 99.6 Consolidated Financial Statements and Report of Certified Public Accountants Circle Internet Financial Limited and Subsidiaries December 31, 2020 and 2019 Circle Internet Financial Limited and Subsidiaries table of contents Page Report of Independent

July 8, 2021 EX-99.1

# # #

Exhibit 99.1 Circle to go public through a business combination with Concord Acquisition Corp, supported by over $1.1B in capital ? Circle to become public via a business combination with Concord Acquisition Corp (NYSE: CND), a publicly-traded special purpose acquisition corporation with $276 million in trust. ? The transaction values Circle at $4.5 billion. Upon completion of the transaction, exi

July 8, 2021 EX-99.5

2

EX-99.5 10 ea143875ex99-5concordacq.htm LETTER FROM CIRCLE INTERNET FINANCIAL LIMITED, DATED JULY 8, 2021 Exhibit 99.5 Title: Circle to become a public company Dear Circle Community, I am writing to share with you an exciting and significant milestone in our journey as a company. Today we announced that we have entered into a definitive agreement that will result in Circle becoming a publicly trad

July 8, 2021 EX-99.4

CONFIDENTIAL Central Bank Digital Curr e ncies 2 0 21 What is C entral Bank Digi t al Curre n cy? Circle Internet Financial | Confidential | 2 Central Bank Digital Currency (“CBDC”) is a government issued digital form of a country’s fiat currency. Mo

Exhibit 99.4 CONFIDENTIAL Central Bank Digital Curr e ncies 2 0 21 What is C entral Bank Digi t al Curre n cy? Circle Internet Financial | Confidential | 2 Central Bank Digital Currency (?CBDC?) is a government issued digital form of a country?s fiat currency. Most governments are exploring CBDC and its potential use cases including interfacing at the consumer and retail level. While Central Banks

July 8, 2021 EX-99.3

Circle Internet Financial | Investor Presentation, June 2021 | 1 Circle Internet Financial Limited 2021 Circle Internet Financial | Investor Presentation | 2 Genera l This presentation is for informational purposes only to assist interested parties i

Exhibit 99.3 Circle Internet Financial | Investor Presentation, June 2021 | 1 Circle Internet Financial Limited 2021 Circle Internet Financial | Investor Presentation | 2 Genera l This presentation is for informational purposes only to assist interested parties in making their own evaluation with respect to the proposed business combination between Concord Acquisition Corp (?Concord?) and Circle I

July 8, 2021 EX-99.2

Concord Acquisition Corp & Circle Internet Financial Audio NetRoadshow

Exhibit 99.2 Concord Acquisition Corp & Circle Internet Financial Audio NetRoadshow Dante Disparte: Hello and welcome to Circle Internet Financial?s investor presentation detailing today?s announcement of its intended merger with Concord Acquisition Corp. Joining us today are Bob Diamond, Chairman of Concord Acquisition Corp; Jeremy Allaire, co-founder and Chief Executive Officer of Circle Interne

July 8, 2021 EX-10.1

Transaction Support Agreement, dated as of July 7, 2021, by and among Concord Acquisition Corp and certain shareholders of Circle Internet Financial Limited.

EX-10.1 3 ea143875ex10-1concordacq.htm TRANSACTION SUPPORT AGREEMENT, DATED AS OF JULY 7, 2021, BY AND AMONG CONCORD ACQUISITION CORP AND CERTAIN SHAREHOLDERS OF CIRCLE INTERNET FINANCIAL LIMITED Exhibit 10.1 Execution Copy TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of July 7, 2021 (this “Agreement”), is by and among Concord Acquisition Corp, a Delaware corporation

July 8, 2021 EX-99.4

CONFIDENTIAL Central Bank Digital Curr e ncies 2 0 21 What is C entral Bank Digi t al Curre n cy? Circle Internet Financial | Confidential | 2 Central Bank Digital Currency (“CBDC”) is a government issued digital form of a country’s fiat currency. Mo

Exhibit 99.4 CONFIDENTIAL Central Bank Digital Curr e ncies 2 0 21 What is C entral Bank Digi t al Curre n cy? Circle Internet Financial | Confidential | 2 Central Bank Digital Currency (?CBDC?) is a government issued digital form of a country?s fiat currency. Most governments are exploring CBDC and its potential use cases including interfacing at the consumer and retail level. While Central Banks

July 8, 2021 EX-99.2

Concord Acquisition Corp & Circle Internet Financial Audio NetRoadshow

EX-99.2 7 ea143875ex99-2concordacq.htm CONFERENCE CALL TRANSCRIPT. Exhibit 99.2 Concord Acquisition Corp & Circle Internet Financial Audio NetRoadshow Dante Disparte: Hello and welcome to Circle Internet Financial’s investor presentation detailing today’s announcement of its intended merger with Concord Acquisition Corp. Joining us today are Bob Diamond, Chairman of Concord Acquisition Corp; Jerem

July 8, 2021 EX-2.1

Business Combination Agreement, dated as of July 7, 2021, by and among Concord Acquisition Corp, Circle Internet Financial Limited, Circle Acquisition Public Limited Company and Topco (Ireland) Merger Sub, Inc.

Exhibit 2.1 Execution Copy BUSINESS COMBINATION AGREEMENT by and among CONCORD ACQUISITION Corp, CIRCLE ACQUISITION PUBLIC LIMITED COMPANY, TOPCO (IRELAND) MERGER SUB, INC., AND CIRCLE INTERNET FINANCIAL LIMITED Dated as of July 7, 2021 Table of Contents Page Article I. DEFINITIONS 3 Section 1.01 Certain Definitions 3 Section 1.02 Further Definitions 21 Section 1.03 Construction 23 Article II. AGG

July 8, 2021 EX-10.2

Transaction Support Agreement, dated as of July 7, 2021, by and among Concord Acquisition Corp and Jeremy Allaire.

EX-10.2 4 ea143875ex10-2concordacq.htm TRANSACTION SUPPORT AGREEMENT, DATED AS OF JULY 7, 2021, BY AND AMONG CONCORD ACQUISITION CORP AND JEREMY ALLAIRE Exhibit 10.2 Execution Copy TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of July 7, 2021 (this “Agreement”), is by and among Concord Acquisition Corp, a Delaware corporation (“Concord”) and certain of the shareholders

July 8, 2021 EX-10.1

Transaction Support Agreement, dated as of July 7, 2021, by and among Concord Acquisition Corp and certain shareholders of Circle Internet Financial Limited.

EX-10.1 3 ea143875ex10-1concordacq.htm TRANSACTION SUPPORT AGREEMENT, DATED AS OF JULY 7, 2021, BY AND AMONG CONCORD ACQUISITION CORP AND CERTAIN SHAREHOLDERS OF CIRCLE INTERNET FINANCIAL LIMITED Exhibit 10.1 Execution Copy TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of July 7, 2021 (this “Agreement”), is by and among Concord Acquisition Corp, a Delaware corporation

July 8, 2021 EX-10.2

Transaction Support Agreement, dated as of July 7, 2021, by and among Concord Acquisition Corp and Jeremy Allaire.

Exhibit 10.2 Execution Copy TRANSACTION SUPPORT AGREEMENT This TRANSACTION SUPPORT AGREEMENT, dated as of July 7, 2021 (this ?Agreement?), is by and among Concord Acquisition Corp, a Delaware corporation (?Concord?) and certain of the shareholders of the Company (as defined below) whose names appear on the signature pages of this Agreement (each, a ?Shareholder? and, collectively, the ?Shareholder

July 8, 2021 EX-99.6

Consolidated Financial Statements and Report of Certified Public Accountants Circle Internet Financial Limited and Subsidiaries December 31, 2020 and 2019

Exhibit 99.6 Consolidated Financial Statements and Report of Certified Public Accountants Circle Internet Financial Limited and Subsidiaries December 31, 2020 and 2019 Circle Internet Financial Limited and Subsidiaries table of contents Page Report of Independent Certified Public Accountants 1 Consolidated Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 C

July 8, 2021 EX-99.1

# # #

Exhibit 99.1 Circle to go public through a business combination with Concord Acquisition Corp, supported by over $1.1B in capital ? Circle to become public via a business combination with Concord Acquisition Corp (NYSE: CND), a publicly-traded special purpose acquisition corporation with $276 million in trust. ? The transaction values Circle at $4.5 billion. Upon completion of the transaction, exi

July 8, 2021 EX-2.1

Business Combination Agreement, dated as of July 7, 2021, by and among Concord Acquisition Corp, Circle Internet Financial Limited, Circle Acquisition Public Limited Company and Topco (Ireland) Merger Sub, Inc.

Exhibit 2.1 Execution Copy BUSINESS COMBINATION AGREEMENT by and among CONCORD ACQUISITION Corp, CIRCLE ACQUISITION PUBLIC LIMITED COMPANY, TOPCO (IRELAND) MERGER SUB, INC., AND CIRCLE INTERNET FINANCIAL LIMITED Dated as of July 7, 2021 Table of Contents Page Article I. DEFINITIONS 3 Section 1.01 Certain Definitions 3 Section 1.02 Further Definitions 21 Section 1.03 Construction 23 Article II. AGG

July 8, 2021 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): July 7, 2021 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2665549 (State or other jurisdiction (Commission File Number) (I.R.S

July 8, 2021 425

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): July 7, 2021 Concord Acquisition

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): July 7, 2021 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2665549 (State or other jurisdiction (Commission File Number) (I.R.S

May 25, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp (Exact name of registrant as

May 20, 2021 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39770 CONCORD

May 18, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39770 CUSIP NUMBER 206071 102 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Trans

May 17, 2021 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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): May 14, 2021 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2665549 (State or other jurisdiction of incorporation) (Commission F

March 31, 2021 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39770 CONCORD ACQUISITION CORP (Ex

March 31, 2021 EX-4.5

Description of Securities of the Registrant.

EX-4.5 2 f10k2020ex4-5concord.htm DESCRIPTION OF SECURITIES OF THE REGISTRANT Exhibit 4.5 CONCORD ACQUISITION CORP DESCRIPTION OF SECURITIES As of the date of the Annual Report on Form 10-K for the year ended December 31, 2020 (the “Report”) of Concord Acquisition Corp, a Delaware corporation (“we,” “us,” “our” or “the company”), of which this exhibit forms a part, the Company had the following th

February 16, 2021 SC 13G/A

December 31, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 1)* Concord Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 206071201** (CUSIP Number) December 31, 2020 Date of Event Which Requires Filing of the Statement Check the appro

February 16, 2021 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 tm214737d18ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G/A filed herewith (and any amendments thereto), relating to the Class A common stock of Concord Acquisition Corp., a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exc

January 19, 2021 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp (Exact name of registrant

December 21, 2020 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Concord Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Cla

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Concord Acquisition Corp (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 206071 102 (CUSIP Number) Jeff Tuder, Manager Concord Sponsor Group LLC c/o Concord Acquisition Corp 477 Madison Avenue New York, NY

December 21, 2020 SC 13G

December 10, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Concord Acquisition Corp (Name of Issuer) Class A Common stock, par value $0.0001 per share (Title of Class of Securities) 206071201** (CUSIP Number) December 10, 2020 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule pursuant to which this Schedu

December 21, 2020 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A common stock of Concord Acquisition Corp, a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on behalf of each

December 16, 2020 8-K

Financial Statements and Exhibits, Other Events - CURRENT REPORT

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): December 10, 2020 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85-2665549 (State or other jurisdiction (Commission File Number) (

December 16, 2020 EX-99.1

CONCORD ACQUISITION CORP INDEX TO BALANCE SHEET

Exhibit 99.1 CONCORD ACQUISITION CORP INDEX TO BALANCE SHEET Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Balance Sheet F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors of Concord Acquisition Corp. Opinion on the Financial Statement We have audited the accompanying balance sheet of Concord Acqu

December 11, 2020 EX-10.5

Unit Subscription Agreement, dated December 7, 2020, between the Company and CA Co-Investment LLC

Exhibit 10.5 UNIT Subscription AGREEMENT THIS UNIT SUBSCRIPTION AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of December 7, 2020, is entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), and CA Co-Investment LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, the Company intends to consummate an initial publi

December 11, 2020 EX-99.2

Concord Acquisition Corp Announces Closing of $276 Million Initial Public Offering

Exhibit 99.2 Concord Acquisition Corp Announces Closing of $276 Million Initial Public Offering New York, New York, December 10, 2020 —Concord Acquisition Corp (the “Company”) today announced the closing of its initial public offering of 27,600,000 units, which included the full exercise of the underwriters’ over-allotment option. The offering was priced at $10.00 per unit, generating total gross

December 11, 2020 EX-4.1

Warrant Agreement, dated December 7, 2020, between the Registrant and Continental Stock Transfer & Trust Company.

Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of December 7, 2020, is by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent” and, in its capacity as transfer agent, referred to herein as the “Transfer Agent”).

December 11, 2020 EX-10.2

Investment Management Trust Agreement, dated December 7, 2020, between the Registrant and Continental Stock Transfer & Trust Company.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 7, 2020, by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1,

December 11, 2020 EX-10.3

Registration Rights Agreement, dated December 7, 2020, among the Company, our sponsor and certain securityholders.

EX-10.3 7 ea131467ex10-3concordac.htm REGISTRATION RIGHTS AGREEMENT, DATED DECEMBER 7, 2020, AMONG THE COMPANY, CONCORD SPONSOR GROUP LLC AND CERTAIN SECURITYHOLDERS Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 7, 2020, is made and entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), Co

December 11, 2020 EX-10.4

Unit Subscription Agreement, dated December 7, 2020, between the Company and our sponsor.

Exhibit 10.4 UNIT Subscription AGREEMENT THIS UNIT SUBSCRIPTION AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of December 7, 2020, is entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), and Concord Sponsor Group LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, the Company intends to consummate an initial

December 11, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events, Financial Statements and Exhibits

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): December 7, 2020 Concord Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 001-39770 85- 2665549 (State or other jurisdiction of incorporation) (Commiss

December 11, 2020 EX-99.1

Concord Acquisition Corp Announces Pricing of Upsized $240 Million Initial Public Offering

Exhibit 99.1 Concord Acquisition Corp Announces Pricing of Upsized $240 Million Initial Public Offering New York, NY, December 7, 2020 — Concord Acquisition Corp (the “Company”), today announced the pricing of its initial public offering of 24,000,000 units, upsized from 20,000,000 units, at a price of $10.00 per unit. The units are expected to be listed on the New York Stock Exchange (the “NYSE”)

December 11, 2020 EX-3.1

Amended and Restated Certificate of Incorporation.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONCORD Acquisition Corp December 7, 2020 Concord Acquisition Corp, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Concord Acquisition Corp”. The original certificate of incorporation of the Corporation was filed with

December 11, 2020 EX-1.1

Underwriting Agreement, dated December 7, 2020, between the Company and Cowen and Company, LLC.

Exhibit 1.1 CONCORD ACQUISITION CORP 24,000,000 Units Underwriting Agreement December 7, 2020 Cowen and Company, LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 Ladies and Gentlemen: Concord Acquisition Corp, a Delaware corporation (the “Company”), proposes to issue and sell to the several underw

December 11, 2020 EX-10.1

Letter Agreement, dated December 7, 2020, among the Company, our sponsor, CA Co-Investment LLC and each of the executive officers, directors and initial stockholders of the Company.

Exhibit 10.1 December 7, 2020 Concord Acquisition Corp 477 Madison Avenue New York, NY 10022 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Cowen and Company, LLC, as the

December 9, 2020 424B4

$240,000,000 Concord Acquisition Corp 24,000,000 Units

PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-249654 and 333-251189 $240,000,000 Concord Acquisition Corp 24,000,000 Units Concord Acquisition Corp is a newly incorporated blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. We have

December 7, 2020 8-A12B

- FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 CONCORD Acquisition Corp (Exact name of registrant as specified in its charter) Delaware 85-2665549 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No

December 7, 2020 S-1MEF

- S-1MEF

As filed with the Securities and Exchange Commission on December 7, 2020 Registration No.

December 4, 2020 CORRESP

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Concord Acquisition Corp 477 Madison Avenue New York, NY 10022 December 4, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.

December 4, 2020 CORRESP

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COWEN AND COMPANY, LLC 599 Lexington Avenue New York, NY 10022 December 4, 2020 VIA EDGAR Ronald Alper United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

December 3, 2020 EX-10.3

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2020, by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File N

December 3, 2020 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 CONCORD ACQUISITION CORP 20,000,000 Units Underwriting Agreement December [●], 2020 Cowen and Company, LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 Ladies and Gentlemen: Concord Acquisition Corp, a Delaware corporation (the “Company”), proposes to issue and sell to the several unde

December 3, 2020 S-1/A

- AMENDMENT NO. 2 TO FORM S-1

As filed with the Securities and Exchange Commission on December 2, 2020 Registration No.

December 3, 2020 EX-4.4

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant

EX-4.4 4 fs12020a2ex4-4concord.htm FORM OF WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE REGISTRANT Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2020, is by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company,

December 3, 2020 EX-10.4

Form of Registration Rights Agreement between the Registrant, Concord Sponsor Group LLC, CA Co-Investment LLC and certain security holders and certain other security holders

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2020, is made and entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), Concord Sponsor Group LLC, a Delaware limited liability company (the “Sponsor”), CA Co-Investment LLC, a Delaware limited liability company (“Cowen Investments” and together w

December 3, 2020 EX-3.2

Form of Amended and Restated Certificate of Incorporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONCORD Acquisition Corp [●], 2020 Concord Acquisition Corp, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Concord Acquisition Corp”. The original certificate of incorporation of the Corporation was filed with the Se

December 3, 2020 EX-10.2

Form of Letter Agreement among the Registrant and the Registrant’s officers and directors, Concord Sponsor Group LLC and CA Co-Investment LLC

Exhibit 10.2 [●], 2020 Concord Acquisition Corp 477 Madison Avenue New York, NY 10022 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Cowen and Company, LLC, as the represe

December 3, 2020 EX-10.7

Form of Unit Subscription Agreement between the Registrant and Concord Sponsor Group LLC

EX-10.7 9 fs12020a2ex10-7concord.htm FORM OF UNIT SUBSCRIPTION AGREEMENT BETWEEN THE REGISTRANT AND CONCORD SPONSOR GROUP LLC Exhibit 10.7 UNIT Subscription AGREEMENT THIS UNIT SUBSCRIPTION AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of [●], 2020, is entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), and Concord Sponsor Gr

December 3, 2020 EX-10.8

Form of Unit Subscription Agreement between the Registrant and CA Co-Investment LLC

Exhibit 10.8 UNIT Subscription AGREEMENT THIS UNIT SUBSCRIPTION AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of [●], 2020, is entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), and CA Co-Investment LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, the Company intends to consummate an initial public offer

November 4, 2020 EX-10.3

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

EXHIBIT 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2020, by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File N

November 4, 2020 EX-10.2

Form of Letter Agreement among the Registrant and the Registrant’s officers and directors, Concord Sponsor Group LLC and CA Co-Investment LLC

Exhibit 10.2 [●], 2020 Concord Acquisition Corp 477 Madison Avenue New York, NY 10022 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Cowen and Company, LLC, as the represe

November 4, 2020 EX-1.2

Form of Business Combination Marketing Agreement

EX-1.2 3 fs12020a1ex1-2concordacq.htm FORM OF BUSINESS COMBINATION MARKETING AGREEMENT Exhibit 1.2 COWEN AND COMPANY, LLC 599 Lexington Avenue, 25th Floor New York, NY 10022 [], 2020 Concord Acquisition Corp 477 Madison Avenue New York, NY 10022 Attn: Jeff Tuder, Chief Executive Officer Ladies and Gentlemen: This is to confirm our agreement whereby Concord Acquisition Corp, a Delaware corporation

November 4, 2020 EX-10.8

Form of Unit Subscription Agreement between the Registrant and CA Co-Investment LLC

Exhibit 10.8 UNIT Subscription AGREEMENT THIS UNIT SUBSCRIPTION AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of [●], 2020, is entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), and CA Co-Investment LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, the Company intends to consummate an initial public offer

November 4, 2020 EX-10.4

Form of Registration Rights Agreement between the Registrant, Concord Sponsor Group LLC, CA Co-Investment LLC and certain security holders and certain other security holders

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2020, is made and entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), Concord Sponsor Group LLC, a Delaware limited liability company (the “Sponsor”), CA Co-Investment LLC, a Delaware limited liability company (“Cowen Investments” and together w

November 4, 2020 EX-4.2

Specimen Class A Common Stock Certificate.

Exhibit 4.2 NUMBER SHARES C- CUSIP [●] SEE REVERSE FOR CERTAIN DEFINITIONS CONCORD Acquisition Corp INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF CONCORD Acquisition Corp (THE “COMPANY”) transferable on the books of the Company in pers

November 4, 2020 EX-10.10

Administrative Services Agreement, dated October 1, 2020, between the Registrant and Atlas Merchant Capital LLC

Exhibit 10.10 CONCORD Acquisition Corp 477 Madison Avenue New York, NY 10022 October 1, 2020 Atlas Merchant Capital LLC 477 Madison Avenue New York, NY 10022 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Concord Acquisition Corp (the “Company”) and Atlas Merchant Capital LLC (“Provider”), dated as of the date hereof, will confirm our agreement tha

November 4, 2020 EX-10.9

Form of Indemnity Agreement.

Exhibit 10.9 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2020, by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate protectio

November 4, 2020 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 CONCORD ACQUISITION CORP 25,000,000 Units Underwriting Agreement November [●], 2020 Cowen and Company, LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 Ladies and Gentlemen: Concord Acquisition Corp, a Delaware corporation (the “Company”), proposes to issue and sell to the several unde

November 4, 2020 EX-4.4

Specimen Warrant Certificate (included in Exhibit 4.4)

Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2020, is by and between Concord Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent” and, in its capacity as transfer agent, referred to herein as the “Transfer Agent”). WHEREAS

November 4, 2020 EX-99.1

Consent of Peter Ort

Exhibit 99.1 Consent of Director Nominee Concord Acquisition Corp Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Registration Statement on Form S-1 (the “Registration Statement”) of Concord Acquisition Corp (the “Company”), the undersigned hereby consents to being named and described as a director nominee

November 4, 2020 EX-99.3

Consent of Larry Leibowitz

Exhibit 99.3 Consent of Director Nominee Concord Acquisition Corp Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Registration Statement on Form S-1 (the “Registration Statement”) of Concord Acquisition Corp (the “Company”), the undersigned hereby consents to being named and described as a director nominee

November 4, 2020 EX-14

Form of Code of Ethics and Business Conduct

Exhibit 14 Concord Acquisition Corp CODE OF Ethics and business conduct 1. Introduction The Board of Directors (the “Board”) of Concord Acquisition Corp (the “Company”) has adopted this code of business conduct and ethics (this “Code”), as amended from time to time by the Board, and which is applicable to all of the Company’s directors, officers and employees (to the extent left employees are hire

November 4, 2020 EX-10.7

Form of Unit Subscription Agreement between the Registrant and Concord Sponsor Group LLC

EX-10.7 12 fs12020a1ex10-7concordacq.htm FORM OF UNIT SUBSCRIPTION AGREEMENT BETWEEN THE REGISTRANT AND CONCORD SPONSOR GROUP LLC Exhibit 10.7 UNIT Subscription AGREEMENT THIS UNIT SUBSCRIPTION AGREEMENT (as it may from time to time be amended, this “Agreement”), dated as of [●], 2020, is entered into by and among Concord Acquisition Corp, a Delaware corporation (the “Company”), and Concord Sponso

November 4, 2020 EX-99.2

Consent of Tom King

Exhibit 99.2 Consent of Director Nominee Concord Acquisition Corp Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Registration Statement on Form S-1 (the “Registration Statement”) of Concord Acquisition Corp (the “Company”), the undersigned hereby consents to being named and described as a director nominee

November 4, 2020 EX-3.2

Form of Amended and Restated Certificate of Incorporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONCORD Acquisition Corp [●], 2020 Concord Acquisition Corp, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Concord Acquisition Corp”. The original certificate of incorporation of the Corporation was filed with the Se

November 4, 2020 S-1/A

- AMENDMENT NO. 1 TO FORM S-1

As filed with the Securities and Exchange Commission on November 3, 2020 Registration No.

November 4, 2020 EX-4.1

Specimen Unit Certificate.

Exhibit 4.1 Number U- Units CUSIP [●] SEE REVERSE FOR CERTAIN DEFINITIONS CONCORD Acquisition Corp UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE- HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common stock, par val

October 23, 2020 EX-3.1

Certificate of Incorporation

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CONCORD ACQUISITION CORP THE UNDERSIGNED, acting as the incorporator of a corporation under and in accordance with the General Corporation Law of the State of Delaware, as the same exists or may hereafter be amended from time to time (the “DGCL”), hereby adopts the following Certificate of Incorporation (the “Certificate”) for such corporation: Article I

October 23, 2020 EX-10.6

Subscription Agreement, dated September 15, 2020, between the Registrant and CA Co-Investment LLC.

Exhibit 10.6 Concord Acquisition Corp 477 Madison Ave, 22nd Floor New York, NY 10022 September 15, 2020 CA Co-Investment LLC 599 Lexington Avenue 20th Floor New York, NY 10022 RE: Subscription Agreement for Founder Shares Ladies and Gentlemen: We are pleased to accept the offer CA Co-Investment LLC (the “Subscriber” or “you”) has made to purchase 1,437,500 shares (“Founder Shares”) of the Class B

October 23, 2020 EX-10.5

Subscription Agreement, dated September 14, 2020, between the Registrant and our sponsor.

Exhibit 10.5 Concord Acquisition Corp 6 Greenhouse Drive Princeton, NJ 08540 September 14, 2020 Concord Sponsor Group LLC 6 Greenhouse Drive Princeton, NJ 08540 RE: Subscription Agreement for Founder Shares Ladies and Gentlemen: We are pleased to accept the offer Concord Sponsor Group LLC (the “Subscriber” or “you”) has made to purchase 5,675,000 shares (“Founder Shares”) of the Class B common sto

October 23, 2020 CORRESP

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Office of Real Estate & Construction Securities and Exchange Commission October 23, 2020 Jason T.

October 23, 2020 S-1

Power of Attorney (included on signature page of the initial Registration Statement)

As filed with the Securities and Exchange Commission on October 23, 2020 Registration No.

October 23, 2020 EX-3.3

BY LAWS OF CONCORD acquisition CORP (THE “CORPORATION”) Article I

EX-3.3 3 fs12020ex3-3concordacq.htm BYLAWS Exhibit 3.3 BY LAWS OF CONCORD acquisition CORP (THE “CORPORATION”) Article I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as t

October 23, 2020 EX-10.1

Promissory Note, dated September 14, 2020, issued to our sponsor.

Exhibit 10.1 PROMISSORY NOTE Not to Exceed $200,000 September 14, 2020 FOR VALUE RECEIVED, Concord Acquisition Corp., a Delaware corporation (“Maker” or the “Company”), hereby unconditionally promises to pay to the order of Concord Sponsor Group, LLC, a Delaware limited liability company (“Payee”), the sum of TWO HUNDRED THOUSAND DOLLARS ($200,000) or such lesser amount as shall have been advanced

September 22, 2020 DRS

-

As submitted confidentially with the U.S. Securities and Exchange Commission on September 22, 2020. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER

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