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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 Iron Spark I Inc - Class A
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 14, 2023 |
ISAA / Iron Spark I Inc. Class A / Beryl Capital Management LLC Passive Investment SC 13G/A 1 isaa13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Iron Spark I Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 46301G103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| February 10, 2023 |
ISAA / Iron Spark I Inc. Class A / ARISTEIA CAPITAL LLC Passive Investment SC 13G/A 1 sc13gaironspark.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) Iron Spark I Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 46301G103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 3, 2023 |
ISAA / Iron Spark I Inc. Class A / MILLENNIUM 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) IRON SPARK I INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 46301G103 (CUSIP Number) DECEMBER 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate t |
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| January 26, 2023 |
ISAA / Iron Spark I Inc. Class A / Kepos Capital LP Passive Investment SC 13G/A 1 p23-0165sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1 )* Iron Spark I Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 46301G103 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate |
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| December 29, 2022 |
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 333-253775 IRON SPARK I INC. (Exact name of registrant as specified in its c |
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| December 22, 2022 |
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 December 19, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number |
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| December 22, 2022 |
Iron Spark I Inc. to Liquidate Exhibit 99.1 Iron Spark I Inc. to Liquidate December 19, 2022, Iron Spark I Inc. (Nasdaq: ISAA) (the ?Company?) announced that it will not be able to complete its previously announced business combination with Hypebeast Limited by year-end. The proposed amendment to the Company?s certificate of incorporation, which changes the date by which the Company must consummate an initial business combinati |
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| December 22, 2022 |
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 December 19, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number |
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| December 22, 2022 |
Exhibit 3.1 Delaware The First State Page 1 4822348 8100 SR# 20224337983 You may verify this certificate online at corp.delaware.gov/authver.shtml Authentication: 205159804 Date: 12 - 21 - 22 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF ?IRON SPARK I INC.?, FILED IN THIS OFFICE ON TH |
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| December 22, 2022 |
Iron Spark I Inc. to Liquidate Exhibit 99.1 Iron Spark I Inc. to Liquidate December 19, 2022, Iron Spark I Inc. (Nasdaq: ISAA) (the ?Company?) announced that it will not be able to complete its previously announced business combination with Hypebeast Limited by year-end. The proposed amendment to the Company?s certificate of incorporation, which changes the date by which the Company must consummate an initial business combinati |
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| December 22, 2022 |
Exhibit 3.1 Delaware The First State Page 1 4822348 8100 SR# 20224337983 You may verify this certificate online at corp.delaware.gov/authver.shtml Authentication: 205159804 Date: 12 - 21 - 22 I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF AMENDMENT OF ?IRON SPARK I INC.?, FILED IN THIS OFFICE ON TH |
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| December 19, 2022 |
ISAA / Iron Spark I Inc. Class A / 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. )* Iron Spark I Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 (Title of Class of Securities) 46301G103 (CUSIP Number) December 7, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| December 12, 2022 |
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 x 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 |
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| December 7, 2022 |
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 x 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 |
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| November 28, 2022 |
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 x 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 |
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| November 28, 2022 |
TABLE OF CONTENTS 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)) ☒ Defi |
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| November 21, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 15, 2022 |
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 November 11, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number |
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| November 15, 2022 |
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 November 11, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number |
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| November 15, 2022 |
Amendment No. 2 to Merger Agreement, dated as of November 11, 2022 Exhibit 2.1 EXECUTION VERSION AMENDMENT NO. 2 TO MERGER AGREEMENT THIS AMENDMENT NO. 2 TO MERGER AGREEMENT (this “Amendment”) is entered into on November 11, 2022 by and among Hypebeast Limited, a Cayman Islands exempted company (the “Company”), Hypebeast WAGMI Inc., a Delaware corporation and wholly-owned subsidiary of the Company (the “Merger Sub”), and Iron Spark I Inc., a Delaware corporation |
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| November 15, 2022 |
TABLE OF CONTENTS 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)) ☐ Defi |
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| November 15, 2022 |
Amendment No. 2 to Merger Agreement, dated as of November 11, 2022 Exhibit 2.1 EXECUTION VERSION AMENDMENT NO. 2 TO MERGER AGREEMENT THIS AMENDMENT NO. 2 TO MERGER AGREEMENT (this “Amendment”) is entered into on November 11, 2022 by and among Hypebeast Limited, a Cayman Islands exempted company (the “Company”), Hypebeast WAGMI Inc., a Delaware corporation and wholly-owned subsidiary of the Company (the “Merger Sub”), and Iron Spark I Inc., a Delaware corporation |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 38180 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR CUSIP NUMBER For Period Ended: September 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition R |
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| October 13, 2022 |
Patrick Wong, CFO of Hypebeast, Attended Wolfe Research Fall 2022 Consumer Conference Filed by Hypebeast Limited pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. |
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| October 5, 2022 |
Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct Main Fax 212.407.4866 212.407.4000 212.937.3943 [email protected] Via Edgar October 4, 2022 Babette Cooper U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Iron Spark I Inc. 125 N Cache St. 2nd Floor, Box 3789 Jackson, WY 83001 Dear Ms. Cooper: On behalf of our client, Iron Spark I Inc.. (the ?Company |
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| October 5, 2022 |
United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A (Amendment No. 1) Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 September 30, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (C |
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| October 3, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 3, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 3, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 30, 2022 |
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 September 30, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Numbe |
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| September 21, 2022 |
Hypebeast to Participate in the Wolfe Research Fall Global Consumer Conference Filed by Hypebeast Limited pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. |
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| August 25, 2022 |
Promissory Note, dated as of August 24, 2022 issued to Iron Spark I, LLC Exhibit 10.2 THIS 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 THAT SUCH REGISTRATI |
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| August 25, 2022 |
Promissory Note, dated as of August 24, 2022 issued to Joshua L. Spear Exhibit 10.1 THIS 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 THAT SUCH REGISTRATI |
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| August 25, 2022 |
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): August 24, 2022 Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 12, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 12, 2022 |
Amendment No. 1 to Merger Agreement, dated as of August 12, 2022 Exhibit 2.1 EXECUTION VERSION AMENDMENT NO. 1 TO MERGER AGREEMENT THIS AMENDMENT NO. 1 TO MERGER AGREEMENT (this ?Amendment?) is entered into on August 12, 2022 by and among Hypebeast Limited, a Cayman Islands exempted company (the ?Company?), Hypebeast WAGMI Inc., a Delaware corporation and wholly-owned subsidiary of the Company (the ?Merger Sub?), and Iron Spark I Inc., a Delaware corporation (t |
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| August 12, 2022 |
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 August 12, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 12, 2022 |
Amendment No. 1 to Merger Agreement, dated as of August 12, 2022 Exhibit 2.1 EXECUTION VERSION AMENDMENT NO. 1 TO MERGER AGREEMENT THIS AMENDMENT NO. 1 TO MERGER AGREEMENT (this ?Amendment?) is entered into on August 12, 2022 by and among Hypebeast Limited, a Cayman Islands exempted company (the ?Company?), Hypebeast WAGMI Inc., a Delaware corporation and wholly-owned subsidiary of the Company (the ?Merger Sub?), and Iron Spark I Inc., a Delaware corporation (t |
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| August 12, 2022 |
Entry into 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 August 12, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number) |
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| August 10, 2022 |
Filed by Hypebeast Limited pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. |
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| July 28, 2022 |
425 1 tm2221566d18k.htm 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 July 28, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) |
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| July 28, 2022 |
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 July 28, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| July 22, 2022 |
ISAA / Iron Spark I Inc. Class A / MILLENNIUM MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 IRON SPARK I INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 46301G103 (CUSIP Number) JULY 18, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to wh |
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| July 21, 2022 |
Coresight Research Initiates Research Coverage on Hypebeast Filed by Hypebeast Limited pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. |
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| June 30, 2022 |
425 1 tm2220188-1425.htm 425 Filed by Hypebeast Limited pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: June 30, 2022 Iron Spark I Inc. and Hypebeast Announce Filing of Amended Registration Statement with the U.S. Secur |
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| June 30, 2022 |
Filed by Hypebeast Limited pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. |
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| June 16, 2022 | ||
| June 14, 2022 |
Filed by Hypebeast Limited pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. |
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| May 16, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 13, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 12, 2022 LinkedIn post from Sujean Lee, Chief Experience Officer at Hypebeast Important Additional Information Regarding the Transaction W |
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| April 11, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 11, 2022 Instagram Story of Electric Feel Ventures Instagram Post of Electric Feel Ventures 2 Important Additional Information Regarding t |
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| April 8, 2022 |
425 1 tm2211707d7425.htm 425 Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 8, 2022 Link available at: Sneaker enthusiast media firm Hypebeast gets Tom Brady and Jonah Hill as investors |
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| April 8, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 8, 2022 Link available at: Hypebeast founder details SPAC merger, e-commerce, and ?driving culture forward? (yahoo.com) Hypebeast founder |
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| April 7, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 7, 2022 Twitter Post of Hypebeast LinkedIn Post of Huan Nguyen, CRO of Hypebeast 2 Important Additional Information Regarding the Transact |
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| April 7, 2022 |
HYPEBEAST To Be Publicly Traded on NASDAQ Through SPAC Merger With Iron Spark Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 7, 2022 HYPEBEAST To Be Publicly Traded on NASDAQ Through SPAC Merger With Iron Spark Investors include Tom Brady, Naomi Osaka, Kevin Dura |
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| April 6, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 6, 2022 Instagram Post of Kevin Ma, the CEO of Hypebeast 1 Important Additional Information Regarding the Transaction Will Be Filed With t |
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| April 5, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 5, 2022 On April 5, 2022, the following communications were made available on multiple social media by Hypebeast Limited and Kevin Ma, the |
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| April 5, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 5, 2022 2 3 Important Additional Information Regarding the Transaction Will Be Filed With the SEC In connection with the proposed business |
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| April 5, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 5, 2022 LinkedIn Post of Wesley Ng, PIPE Investor LinkedIn Post of Georgie Benardete, Iron Spark Advisor 2 Twitter of Kevin Ma, CEO of Hyp |
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| April 5, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 4, 2022 Easy upgrade 4 Apr 2022 By Robert Cyran SPACs have learned a new trick. Hypebeast, a Hong Kong-listed lifestyle, advertising and e |
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| April 5, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 4, 2022 LinkedIn Post of Amy Butte, Chairperson of Iron Spark LinkedIn Post of IRONGREY, PIPE Investor 2 LinkedIn Post of NASDAQ 3 Instagr |
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| April 4, 2022 |
Business Combination Agreement, dated as of April 3, 2022 EX-2.1 2 tm2210819d1ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated April 3, 2022 by and among Hypebeast Limited, Hypebeast WAGMI Inc., and Iron Spark I Inc. TABLE OF CONTENTS Page Article I DEFINITIONS 7 1.1 Definitions 7 1.2 Section References 19 Article II THE MERGER 21 2.1 Share Consolidation 21 2.2 The Merger 22 2.3 Closing; Effective Time 22 2.4 Effect of the Merger 22 2 |
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| April 4, 2022 |
Business Combination Agreement, dated as of April 3, 2022 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated April 3, 2022 by and among Hypebeast Limited, Hypebeast WAGMI Inc., and Iron Spark I Inc. TABLE OF CONTENTS Page Article I DEFINITIONS 7 1.1 Definitions 7 1.2 Section References 19 Article II THE MERGER 21 2.1 Share Consolidation 21 2.2 The Merger 22 2.3 Closing; Effective Time 22 2.4 Effect of the Merger 22 2.5 Certificate of Incorporation and By-law |
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| April 4, 2022 |
Shareholder Support Agreement, dated as of April 3, 2022 Exhibit 10.4 COMPANY SHAREHOLDER SUPPORT AGREEMENT THIS COMPANY SHAREHOLDER SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of April 3, 2022, by and among Hypebeast Limited, a Cayman Islands exempted company (the ?Company?), Iron Spark I Inc., a Delaware corporation (the ?SPAC?) and CORE Capital Group Limited, a private company incorporated in the British Virgin Islands (?CORE Cap |
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| April 4, 2022 |
Sponsor Support Agreement, dated as of April 3, 2022 Exhibit 10.2 SPONSOR SUPPORT AGREEMENT THIS SPONSOR SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of April 3, 2022, by and among Hypebeast Limited, a Cayman Islands exempted company (the ?Company?), Iron Spark I Inc., a Delaware corporation (the ?SPAC?), Iron Spark I LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties who hold Subject Shares (a |
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| April 4, 2022 |
Exhibit 99.6 Employee Townhall email Date: April 4 To: Employees at Hypebeast Subject: PLEASE READ: Hypebeast Town Hall ? Business Update Dear team, Marking an exciting new chapter at Hypebeast, we are pleased to invite you to a Town Hall meeting regarding our deal with Iron Spark, which upon anticipated closing, will enable us to become a publicly-traded company in the US. The Town Hall will be h |
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| April 4, 2022 |
Exhibit 99.11 Merger Announcement Day: Social Media Posts for Advisors Guidelines for Social Copy: Please note that the press release link and creative do not have to be embedded in the Form 8-K filing. Please select one of the following legally approved social media blurbs should you wish to post or re-post about the announcement: ? As a member of the Iron Spark advisory team, I couldn?t be proud |
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| April 4, 2022 |
Exhibit 99.10 Merger Announcement Day: Social Media Posts for PIPE Investors Guidelines for Social Copy: Please note that the press release link and creative do not have to be embedded in the Form 8-K filing. Please select one of the following legally approved social media blurbs should you wish to post or re-post about the announcement: ? As a PIPE investor, I?m so excited about today?s announcem |
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| April 4, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 4, 2022 Linkedin Post of Kevin Ma, the CEO of Hypebeast 1 Linkedin Post of Hypebeast Limited 2 Twitter Post of Kevin Ma, the CEO of Hypebe |
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| April 4, 2022 |
Exhibit 99.3 HYPEBEAST Pre-RecordV5 Josh Spear: Hello, everyone, and welcome. My name is Josh Spear and I'm the CEO of Iron Spark I. We're so excited to announce this transaction to you today. As you will have seen in the press release, Iron Spark and Global Lifestyle Media and Commerce Company, HYPEBEAST, which is already listed on the Hong Kong stock exchange, have entered into a definitive agre |
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| April 4, 2022 |
Exhibit 99.11 Merger Announcement Day: Social Media Posts for Advisors Guidelines for Social Copy: Please note that the press release link and creative do not have to be embedded in the Form 8-K filing. Please select one of the following legally approved social media blurbs should you wish to post or re-post about the announcement: ? As a member of the Iron Spark advisory team, I couldn?t be proud |
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| April 4, 2022 |
Exhibit 99.1 PRESS RELEASE 4 April 2022 Hypebeast, a Leading Global Platform in Contemporary Lifestyle and Culture, Plans to List on NASDAQ through Merger with Iron Spark I Inc. Anchored by PIPE investors including cultural icons and visionaries Tom Brady, Naomi Osaka, Kevin Durant, Rich Kleiman, Tony Hawk, Joe Gebbia, Jonah Hill, Adam Levine, Electric Feel Ventures, THEBLACKLABEL, and IRONGREY ? |
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| April 4, 2022 |
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 April 3, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 4, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 4, 2022 Link to Reuters Article https://www.breakingviews.com/considered-view/hypebeast-finds-spac-shortcut-to-dual-listing/ Context: Hype |
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| April 4, 2022 |
Exhibit 99.3 HYPEBEAST Pre-RecordV5 Josh Spear: Hello, everyone, and welcome. My name is Josh Spear and I'm the CEO of Iron Spark I. We're so excited to announce this transaction to you today. As you will have seen in the press release, Iron Spark and Global Lifestyle Media and Commerce Company, HYPEBEAST, which is already listed on the Hong Kong stock exchange, have entered into a definitive agre |
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| April 4, 2022 |
Exhibit 99.1 PRESS RELEASE 4 April 2022 Hypebeast, a Leading Global Platform in Contemporary Lifestyle and Culture, Plans to List on NASDAQ through Merger with Iron Spark I Inc. Anchored by PIPE investors including cultural icons and visionaries Tom Brady, Naomi Osaka, Kevin Durant, Rich Kleiman, Tony Hawk, Joe Gebbia, Jonah Hill, Adam Levine, Electric Feel Ventures, THEBLACKLABEL, and IRONGREY ? |
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| April 4, 2022 |
Registration Rights Agreement, dated as of April 3, 2022 Exhibit 10.6 Form of REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made and entered into as of April 3, 2022, by and among (i) Hypebeast Limited, a Cayman Islands exempted company (together with its successors, ?Pubco?), and (ii) the undersigned parties listed as ?Investors? on the signature page hereto (each, an ?Investor? and collectively, the ?Investors? |
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| April 4, 2022 |
Senior Management Meeting Invitation Exhibit 99.5 Senior Management Meeting Invitation Date: April 4 To: Senior Management Team at Hypebeast Subject: Senior Management Debrief Dear all, Today, we announce that we have entered into a deal with Iron Spark, a Special Purpose Acquisition Company (SPAC) which, upon anticipated closing, will enable us to become a publicly-traded company in the US on NASDAQ. We would like to invite the Seni |
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| April 4, 2022 |
Senior Management Meeting Invitation Exhibit 99.5 Senior Management Meeting Invitation Date: April 4 To: Senior Management Team at Hypebeast Subject: Senior Management Debrief Dear all, Today, we announce that we have entered into a deal with Iron Spark, a Special Purpose Acquisition Company (SPAC) which, upon anticipated closing, will enable us to become a publicly-traded company in the US on NASDAQ. We would like to invite the Seni |
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| April 4, 2022 |
Subject: Hypebeast Plans to List on NASDAQ through Merger with Iron Spark I Inc. Exhibit 99.4 Subject: Hypebeast Plans to List on NASDAQ through Merger with Iron Spark I Inc. Dear Team, I?d like to share some exciting news. More than 15 years ago, I started Hypebeast as a sneaker blog ? it was a simple passion project. Since then, we have grown into a global lifestyle media and commerce business that?s become the go-to platform for contemporary culture. We have a strong commun |
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| April 4, 2022 |
Exhibit 99.2 March 2022 HYPEBEAST Investor Presentation 1 Disclaimer This presentation is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination (the ?proposed business combination?) between Hypebeast Hong Kong Ltd. (?Hypebeast? or the ?Company?) and Iron Spark Inc. (?Iron Spark?) a |
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| April 4, 2022 |
Filed by Iron Spark I Inc. pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Iron Spark I Inc. (SEC File No.: 001-40467) Date: April 4, 2022 FINANCE Hypebeast to List Shares in U.S. Through SPAC Merger Tom Brady, Naomi Osaka, Tony Hawk and Jonah Hill are among the deal's |
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| April 4, 2022 |
Exhibit 99.2 March 2022 HYPEBEAST Investor Presentation 1 Disclaimer This presentation is provided for informational purposes only and has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination (the ?proposed business combination?) between Hypebeast Hong Kong Ltd. (?Hypebeast? or the ?Company?) and Iron Spark Inc. (?Iron Spark?) a |
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| April 4, 2022 |
Registration Rights Agreement, dated as of April 3, 2022 Exhibit 10.6 Form of REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is made and entered into as of April 3, 2022, by and among (i) Hypebeast Limited, a Cayman Islands exempted company (together with its successors, ?Pubco?), and (ii) the undersigned parties listed as ?Investors? on the signature page hereto (each, an ?Investor? and collectively, the ?Investors? |
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| April 4, 2022 |
Shareholder Lock-Up Agreement, dated as of April 3, 2022 Exhibit 10.5 COMPANY SHAREHOLDER LOCK-UP AGREEMENT THIS COMPANY SHAREHOLDER LOCK-UP AGREEMENT (this ?Agreement?) is dated as of April 3, 2022, by and between Hypebeast Limited, a Cayman Islands exempted company (the ?Company?) and CORE Capital Group Limited, a private company incorporated in the British Virgin Islands (?CORE Capital?). Capitalized terms used and not otherwise defined herein shall |
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| April 4, 2022 |
Form of PIPE Subscription Agreements Exhibit 10.1 SUBSCRIPTION AGREEMENT This Subscription Agreement (this ?Subscription Agreement?) is entered into this 3rd day of April, 2022, by and between Hypebeast Limited, an exempted company incorporated under the laws of the Cayman Islands with the registered address at Second Floor, Century Yard, Cricket Square, P.O. Box 902, Grand Cayman, KY1-1103, Cayman Islands (the ?Issuer?), and the und |
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| April 4, 2022 |
Exhibit 99.9 Merger Announcement Day: Note to Iron Spark Advisors and Template Social Media Posts Dear [Iron Spark Advisor], I am excited to share that Iron Spark I, Inc has entered into a definitive merger agreement with Hypebeast, a digital hub for contemporary fashion and culture and a premier destination for editorially-driven commerce and news. The merger will result in Hypebeast becoming dua |
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| April 4, 2022 |
Subject: Hypebeast Plans to List on NASDAQ through Merger with Iron Spark I Inc. Exhibit 99.4 Subject: Hypebeast Plans to List on NASDAQ through Merger with Iron Spark I Inc. Dear Team, I?d like to share some exciting news. More than 15 years ago, I started Hypebeast as a sneaker blog ? it was a simple passion project. Since then, we have grown into a global lifestyle media and commerce business that?s become the go-to platform for contemporary culture. We have a strong commun |
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| April 4, 2022 |
Exhibit 99.10 Merger Announcement Day: Social Media Posts for PIPE Investors Guidelines for Social Copy: Please note that the press release link and creative do not have to be embedded in the Form 8-K filing. Please select one of the following legally approved social media blurbs should you wish to post or re-post about the announcement: ? As a PIPE investor, I?m so excited about today?s announcem |
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| April 4, 2022 |
Sponsor Lock-Up Agreement, dated as of April 3, 2022 Exhibit 10.3 SPONSOR LOCK-UP AGREEMENT THIS SPONSOR LOCK-UP AGREEMENT (this ?Agreement?) is dated as of April 3, 2022, by and between the person set forth on Schedule A hereto (each a ?Holder?, and collectively, the ?Holders?) and Hypebeast Limited, a Cayman Islands exempted company (the ?Company?). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in |
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| April 4, 2022 |
Sponsor Support Agreement, dated as of April 3, 2022 Exhibit 10.2 SPONSOR SUPPORT AGREEMENT THIS SPONSOR SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of April 3, 2022, by and among Hypebeast Limited, a Cayman Islands exempted company (the ?Company?), Iron Spark I Inc., a Delaware corporation (the ?SPAC?), Iron Spark I LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties who hold Subject Shares (a |
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| April 4, 2022 |
Form of PIPE Subscription Agreements Exhibit 10.1 SUBSCRIPTION AGREEMENT This Subscription Agreement (this ?Subscription Agreement?) is entered into this 3rd day of April, 2022, by and between Hypebeast Limited, an exempted company incorporated under the laws of the Cayman Islands with the registered address at Second Floor, Century Yard, Cricket Square, P.O. Box 902, Grand Cayman, KY1-1103, Cayman Islands (the ?Issuer?), and the und |
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| April 4, 2022 |
Exhibit 99.8 Merger Announcement Day: Note to PIPE Investors and Template Social Media Posts Dear [PIPE Investor], I am excited to share that Iron Spark I, Inc. has entered into a definitive merger agreement with Hypebeast, a digital hub for contemporary fashion and culture and a premier destination for editorially-driven commerce and news. The merger will result in Hypebeast becoming dual-listed |
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| April 4, 2022 |
Exhibit 99.7 Merger Announcement Day: Note to PIPE Investors and Template Social Media Posts Title: Hypebeast Plans to List on NASDAQ through Merger with Iron Spark I Inc. Dear [PIPE Investor], I am excited to share that Hypebeast has entered into a definitive merger agreement with Iron Spark I, Inc. Upon anticipated closing, the merger will result in Hypebeast becoming dual-listed on the NASDAQ a |
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| April 4, 2022 |
Shareholder Support Agreement, dated as of April 3, 2022 Exhibit 10.4 COMPANY SHAREHOLDER SUPPORT AGREEMENT THIS COMPANY SHAREHOLDER SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of April 3, 2022, by and among Hypebeast Limited, a Cayman Islands exempted company (the ?Company?), Iron Spark I Inc., a Delaware corporation (the ?SPAC?) and CORE Capital Group Limited, a private company incorporated in the British Virgin Islands (?CORE Cap |
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| April 4, 2022 |
Sponsor Lock-Up Agreement, dated as of April 3, 2022 Exhibit 10.3 SPONSOR LOCK-UP AGREEMENT THIS SPONSOR LOCK-UP AGREEMENT (this ?Agreement?) is dated as of April 3, 2022, by and between the person set forth on Schedule A hereto (each a ?Holder?, and collectively, the ?Holders?) and Hypebeast Limited, a Cayman Islands exempted company (the ?Company?). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in |
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| April 4, 2022 |
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 April 3, 2022 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 N/A (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 4, 2022 |
Exhibit 99.7 Merger Announcement Day: Note to PIPE Investors and Template Social Media Posts Title: Hypebeast Plans to List on NASDAQ through Merger with Iron Spark I Inc. Dear [PIPE Investor], I am excited to share that Hypebeast has entered into a definitive merger agreement with Iron Spark I, Inc. Upon anticipated closing, the merger will result in Hypebeast becoming dual-listed on the NASDAQ a |
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| April 4, 2022 |
Exhibit 99.6 Employee Townhall email Date: April 4 To: Employees at Hypebeast Subject: PLEASE READ: Hypebeast Town Hall ? Business Update Dear team, Marking an exciting new chapter at Hypebeast, we are pleased to invite you to a Town Hall meeting regarding our deal with Iron Spark, which upon anticipated closing, will enable us to become a publicly-traded company in the US. The Town Hall will be h |
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| April 4, 2022 |
Exhibit 99.9 Merger Announcement Day: Note to Iron Spark Advisors and Template Social Media Posts Dear [Iron Spark Advisor], I am excited to share that Iron Spark I, Inc has entered into a definitive merger agreement with Hypebeast, a digital hub for contemporary fashion and culture and a premier destination for editorially-driven commerce and news. The merger will result in Hypebeast becoming dua |
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| April 4, 2022 |
Exhibit 99.8 Merger Announcement Day: Note to PIPE Investors and Template Social Media Posts Dear [PIPE Investor], I am excited to share that Iron Spark I, Inc. has entered into a definitive merger agreement with Hypebeast, a digital hub for contemporary fashion and culture and a premier destination for editorially-driven commerce and news. The merger will result in Hypebeast becoming dual-listed |
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| April 4, 2022 |
Shareholder Lock-Up Agreement, dated as of April 3, 2022 Exhibit 10.5 COMPANY SHAREHOLDER LOCK-UP AGREEMENT THIS COMPANY SHAREHOLDER LOCK-UP AGREEMENT (this ?Agreement?) is dated as of April 3, 2022, by and between Hypebeast Limited, a Cayman Islands exempted company (the ?Company?) and CORE Capital Group Limited, a private company incorporated in the British Virgin Islands (?CORE Capital?). Capitalized terms used and not otherwise defined herein shall |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 38180 CUSIP NUMBER (Check One): x Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Re |
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| April 1, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2022 |
ISAA / Iron Spark I Inc. Class A / PERISCOPE CAPITAL INC. - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Iron Spark I Inc (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 46301G103 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th |
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| February 14, 2022 |
ISAA / Iron Spark I Inc. Class A / ARISTEIA CAPITAL LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. *) Iron Spark I Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 46301G103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| February 4, 2022 |
ISAA / Iron Spark I Inc. Class A / Kepos Capital LP - IRON SPARK I INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Iron Spark I Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 46301G103 (CUSIP Number) December 31, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursua |
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| November 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 17, 2021 |
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 November 15, 2021 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 86-1744750 (State or other jurisdiction of incorporation) (Commission File |
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| November 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001 40467 CUSIP NUMBER 46301G 103 (Check One): ?Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form N-SAR ? 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 ? Transition Rep |
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| August 13, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 23, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 23, 2021 |
Unregistered Sales of Equity Securities, 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 June 16, 2021 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 86-1693305 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 23, 2021 |
IRON SPARK I INC. BALANCE SHEET JUNE 11, 2021 EX-99.1 2 tm2120413-1ex99d1.htm EXHIBIT 99.1 Exhibit 99.1 IRON SPARK I INC. BALANCE SHEET JUNE 11, 2021 June 11, 2021 Pro Forma Adjustments As Adjusted (Unaudited) (Unaudited) ASSETS Current assets: Cash $ 1,820,032 $ — $ 1,820,032 Prepaid expenses and other current assets 21,358 — 21,358 Total current assets 1,841,390 — 1,841,390 Cash held in Trust Account 156,000,000 16,800,000 (a) 173,472,000 1 |
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| June 17, 2021 |
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 June 11, 2021 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 86-1693305 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 17, 2021 |
IRON SPARK I INC. INDEX TO FINANCIAL STATEMENT EX-99.1 2 tm2120033d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 IRON SPARK I INC. INDEX TO FINANCIAL STATEMENT Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of June 11, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Iron Spark I Inc. Opinion on the Financial Statement We ha |
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| June 14, 2021 |
EX-10.6 9 tm2119243d2ex10-6.htm EXHIBIT 10.6 EXhibit 10.6 PRIVATE PLACEMENT SHARE PURCHASE AGREEMENT THIS PRIVATE PLACEMENT SHARE PURCHASE AGREEMENT, dated as of June 8, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Iron Spark I Inc., a Delaware corporation (the “Company”), and Iron Spark I LLC (the “Purchaser”). WHEREAS, the Company intends to con |
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| June 14, 2021 |
EX-10.2 5 tm2119243d2ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of June 8, 2021, by and between Iron Spark I Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statem |
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| June 14, 2021 |
Exhibit 1.1 Execution Version IRON SPARK I INC. UNDERWRITING AGREEMENT New York, New York June 8, 2021 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Iron Spark I Inc., a Delaware corporation (the ?Company?), hereby confirms its agreement with Morgan Stanley & Co. LLC (the ?Repr |
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| June 14, 2021 |
EX-10.4 7 tm2119243d2ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 IRON SPARK I INC. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 June 8, 2021 Iron Spark I LLC 125 N. Cache St. 2nd Floor Jackson, WY83001 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Iron Spark I Inc., a Delaware corporation (the “ Company”) and Iron Spark LLC, a Delaware limited liabili |
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| June 14, 2021 |
EX-10.5 8 tm2119243d2ex10-5.htm EXHIBIT 10.5 Exhibit 10.5 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of June 8, 2021, by and between IRON SPARK I INC., a Delaware corporation (the “Company”), and Joshua L. Spear (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other |
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| June 14, 2021 |
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 June 8, 2021 Date of Report (Date of earliest event reported) Iron Spark I Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40467 86-1693305 (State or other jurisdiction of incorporation) (Commission File Numb |
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| June 14, 2021 |
EX-10.1 4 tm2119243d2ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 June 8, 2021 Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 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”) entered into by and among Iron Spark I Inc., a Delaware corporation (th |
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| June 14, 2021 |
EX-10.3 6 tm2119243d2ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 8, 2021, is made and entered into by and among Iron Spark I Inc., a Delaware corporation (the “Company”), Iron Spark I LLC, a Delaware limited liability company (the “Sponsor”) and each of the other undersigned (together with the Spons |
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| June 14, 2021 |
Exhibit 3.1 Delaware Page 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE RESTATED CERTIFICATE OF “IRON SPARK I INC.”, FILED IN THIS OFFICE ON THE EIGHTH DAY OF JUNE, A.D. 2021, AT 10:51 O`CLOCK A.M. /s/ Jeffrey W. Bullock Jeffrey W. Bullock, Secretary of State 4822348 8100 Authentication: 203391 |
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| June 10, 2021 |
$150,000,000 Iron Spark I Inc. 15,000,000 Shares Filed Pursuant to Rule 424(b)(4) Registration No. 333-253775 PROSPECTUS $150,000,000 Iron Spark I Inc. 15,000,000 Shares Iron Spark I Inc. is a newly organized 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 or entities, which we refer to as our in |
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| June 10, 2021 |
$150,000,000 Iron Spark I Inc. 15,000,000 Shares Filed Pursuant to Rule 424(b)(4) Registration No. 333-253775 PROSPECTUS $150,000,000 Iron Spark I Inc. 15,000,000 Shares Iron Spark I Inc. is a newly organized 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 or entities, which we refer to as our in |
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| June 8, 2021 |
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 Iron Spark I Inc. (Exact name of registrant as specified in its charter) Delaware 86-1693305 (State of incorporation or organization) (I.R.S. Employer Identification No.) 125 N Cache St. 2nd Floor |
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| June 7, 2021 |
* * * [Signature Page Follows] June 7, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| June 7, 2021 |
Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 June 7, 2021 VIA EDGAR Mr. Dillon Hagius Division of Corporation Finance Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Re: Iron Spark I Inc. Registration Statement on Form S-1 File No. 333- 253775 (the ?Registration Statement?) Dear Mr. Hagius: On June 3, 2021, Iron Spark I Inc. Inc. requested accelerati |
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| June 3, 2021 |
Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 June 3, 2021 VIA EDGAR Mr. Dillon Hagius Division of Corporation Finance Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Re: Iron Spark I Inc. Registration Statement on Form S-1 File No. 333- 253775 (the ?Registration Statement?) Dear Mr. Hagius: On June 1, 2021, Iron Spark I Inc. Inc. requested accelerati |
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| June 3, 2021 |
* * * [Signature Page Follows] June 3, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| June 1, 2021 |
Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 June 1, 2021 VIA EDGAR Mr. Dillon Hagius Division of Corporation Finance U.S. Securities & Exchange Commission 100 F Street NE Washington, D.C. 20549 RE: Iron Spark I Inc. (the ?Company?) Registration Statement on Form S-1 (File No. 333-253775) (the ?Registration Statement?) Dear Mr. Hagius: The Company hereby requests, pursuant to |
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| June 1, 2021 |
* * * [Signature Page Follows] June 1, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| May 20, 2021 |
Form of Amended and Restated Certificate of Incorporation EX-3.2 3 tm218253d5ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF IRON SPARK I INC. [●], 2021 Iron Spark I Inc., 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 “Iron Spark I Inc.”. The original certificate of incorporation of the Corporation w |
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| May 20, 2021 |
Form of Underwriting Agreement EX-1.1 2 tm218253d5ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 IRON SPARK I INC. UNDERWRITING AGREEMENT New York, New York [●], 2021 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Iron Spark I Inc., a Delaware corporation (the “Company”), hereby confirms its agreement with Morgan Stanley |
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| May 20, 2021 |
Form of Private placement shares Subscription Agreement between the Registrant and Iron Spark I LLC EX-10.4 6 tm218253d5ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 PRIVATE PLACEMENT SHARE PURCHASE AGREEMENT THIS PRIVATE PLACEMENT SHARE PURCHASE AGREEMENT, dated as of [●], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Iron Spark I Inc., a Delaware corporation (the “Company”), and Iron Spark I LLC (the “Purchaser”). WHEREAS, the Company intends to consumm |
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| May 20, 2021 |
Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar May 20, 2021 Dillon Hagius U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Iron Spark I Inc. Registration Statement on Form S-1 Filed May 6, 2021 File No. 333-253775 Dear Mr. Hagius: On behalf of our client, Iron Spark I Inc. |
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| May 20, 2021 |
As filed with the U.S. Securities and Exchange Commission on May 20, 2021. As filed with the U.S. Securities and Exchange Commission on May 20, 2021. Registration No. 333-253775 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 3) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IRON SPARK I INC. (Exact name of registrant as specified in its charter) Delaware 6770 86-1744750 (State or other jurisdiction of incorporat |
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| May 20, 2021 |
EX-10.2 5 tm218253d5ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between Iron Spark I Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement |
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| May 6, 2021 |
As filed with the U.S. Securities and Exchange Commission on May 6, 2021. Registration No. 333-253775 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 2) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IRON SPARK I INC. (Exact name of registrant as specified in its charter) Delaware 6770 86-1744750 (State or other jurisdiction of incorporati |
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| March 30, 2021 |
Exhibit 10.6 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between IRON SPARK I INC., 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 protection th |
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| March 30, 2021 |
Form of Letter Agreement among the Registrant and its officers and directors and Iron Spark I LLC Exhibit 10.1 [●], 2021 Iron Spark I Inc. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 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”) entered into by and among Iron Spark I Inc., a Delaware corporation (the “Company”), and Oppenheimer & Co. Inc., (the “ |
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| March 30, 2021 |
Form of Administrative Support Agreement by and between the Registrant and Iron Spark I LLC Exhibit 10.7 IRON SPARK I INC. 125 N Cache St. 2nd Floor Jackson, Wyoming 83001 [●], 2021 Iron Spark I LLC 125 N. Cache St. 2nd Floor Jackson, WY 83001 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Iron Spark I Inc., a Delaware corporation (the “Company”) and Iron Spark LLC, a Delaware limited liability company (“Iron Spark LLC”) will confirm our a |
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| March 30, 2021 |
Specimen Class A common stock Certificate EX-4.1 6 tm218253d2ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] Iron Spark I Inc. UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE-HALF OF ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common stock, par value $0.0001 per share (“Common Stock”), of Iron Spark I Inc., a Delaware c |
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| March 30, 2021 |
Form of Audit Committee Charter Exhibit 99.1 IRON SPARK I INC. AUDIT COMMITTEE CHARTER 1. STATUS The Audit Committee (the “Committee”) is a committee of the Board of Directors (the “Board”) of Iron Spark I Inc. (the “Company”). 2. PURPOSE The Committee is appointed by the Board for the primary purposes of: · Performing the Board’s oversight responsibilities as they relate to the Company’s accounting policies and internal control |
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| March 30, 2021 |
EX-3.1 3 tm218253d2ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF IRON SPARK I INC. THE UNDERSIGNED, in order to form a corporation for the purposes herein stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware, hereby certifies as follows: FIRST: The name of the corporation is Iron Spark I Inc. (hereinafter called the "Corporation") |
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| March 30, 2021 |
Form of Compensation Committee Charter Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF IRON SPARK I INC. I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Iron Spark LLC. (the “Company”) shall be to oversee the Company’s compensation and employee benefit plans and practices, including its executive compensation plans, and i |
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| March 30, 2021 |
Form of Nominating Committee Charter Exhibit 99.3 CORPORATE GOVERNANCE AND NOMINATING COMMITTEE CHARTER OF IRON SPARK I INC. Adopted: [●], 2021 The responsibilities and powers of the Corporate Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of Iron Spark I Inc. (the “Company”), as delegated by the Board, are set forth in this charter (this “Charter”). Whenever the Committee takes action, |
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| March 30, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company, LLC and the Registrant Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [?], 2021, is by and between Iron Spark I Inc., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent,? and also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an initial public offering |
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| March 30, 2021 |
Exhibit 14 CODE OF ETHICS OFIRON SPARK I INC. 1. Introduction The Board of Directors (the “Board”) of Iron Spark I Inc. has adopted this code of 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: ● promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of i |
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| March 30, 2021 |
Form of Underwriting Agreement Exhibit 1.1 White & Case Draft: 25 March 2021 IRON SPARK I INC. UNDERWRITING AGREEMENT New York, New York [?], 2021 Oppenheimer & Co. Inc. 85 Broad Street New York, New York 10004 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, Iron Spark I Inc., a Delaware corporation (the ?Company?), hereby confirms its agreement with Oppenheimer & Co. Inc. |
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| March 30, 2021 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by Iron Spark I Inc. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Iron Spark I Inc. in |
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| March 30, 2021 |
Exhibit 3.3 BY-LAWS OF IRON SPARK I INC. ARTICLE I OFFICES SECTION 1. Principal Office. The registered office of the corporation shall be located in such place as may be provided from time to time in the Certificate of Incorporation. SECTION 2. Other Offices. The corporation may also have offices at such other places both within and without the State of Delaware as the Board of Directors (the ?Boa |
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| March 30, 2021 |
Exhibit 99.7 Consent to be Named as a Director Nominee In connection with the filing by Iron Spark I Inc. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Iron Spark I Inc. in |
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| March 30, 2021 |
EX-10.2 12 tm218253d2ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021, by and between Iron Spark I Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement |
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| March 30, 2021 |
Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [●], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Iron Spark I Inc., a Delaware corporation (the “Company”), and Oppenheimer & Co. Inc. (the “Purchaser”). WHEREAS, the Company intends to consummate a public offering of the Com |
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| March 30, 2021 |
Form of Registration Rights Agreement between the Registrant and certain security holders EX-10.3 13 tm218253d2ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among Iron Spark I Inc., a Delaware corporation (the “Company”), Iron Spark I LLC, a Delaware limited liability company (the “Sponsor”) and each of the other undersigned (together with the Sponsor and a |
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| March 30, 2021 |
As filed with the U.S. Securities and Exchange Commission on March 30, 2021. Registration No. 333-253775 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IRON SPARK I INC. (Exact name of registrant as specified in its charter) Delaware 6770 86-1744750 (State or other jurisdiction of incorpor |
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| March 30, 2021 |
EX-4.2 7 tm218253d2ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] Iron Spark I Inc. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE 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 Iron Spark I Inc. (THE “COMPANY”) transferable on the books of |
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| March 30, 2021 |
EX-4.3 8 tm218253d2ex4-3.htm EXHIBIT 4.3 Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW IRON SPARK I INC. Incorporated Under the Laws of the State of Delaware CUSIP [ ] Warrant Certificate This Warrant Certificate certifies that , or reg |
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| March 30, 2021 |
Exhibit 99.6 Consent to be Named as a Director Nominee In connection with the filing by Iron Spark I Inc. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Iron Spark I Inc. in |
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| March 30, 2021 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Iron Spark I Inc. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Iron Spark I Inc. in |
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| March 30, 2021 |
Giovanni Caruso Partner 345 Park Avenue New York, NY 10154 Direct 212.407.4866 Main 212.407.4000 Fax 212.937.3943 [email protected] Via Edgar March 30, 2021 Dillon Hagius U.S. Securities & Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Iron Spark I Inc. Registration Statement on Form S-1 Filed March 2, 2021 File No. 333-253775 Dear Mr. Hagius: On behalf of our client, Iron Spark I |
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| March 30, 2021 |
Form of Amended and Restated Certificate of Incorporation EX-3.2 4 tm218253d2ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF IRON SPARK I INC. [●], 2021 Iron Spark I Inc., 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 “Iron Spark I Inc.”. The original certificate of incorporation of the Corporation w |
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| March 30, 2021 |
Form of Private placement shares Subscription Agreement between the Registrant and Iron Spark I LLC Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [•], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Iron Spark I Inc., a Delaware corporation (the “Company”), and Iron Spark I LLC (the “Sponsor”). WHEREAS, the Company intends to consummate a public offering of the Company’s u |
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| March 2, 2021 |
As filed with the U.S. Securities and Exchange Commission on March 1, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IRON SPARK I INC. (Exact name of registrant as specified in its charter) Delaware 6770 86-1744750 (State or other jurisdiction of incorporation or organization) (Pri |
