Mga Batayang Estadistika
| LEI | 54930048KQ4ESQCPHC71 |
| CIK | 1879851 |
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 TMT Acquisition Corp
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| December 6, 2024 |
SC 13G/A 1 karpus-sch13g18886.htm KARPUS INVESTMENT MGT / TMT ACQUISITION CORP - SCHEDULE 13G/A(#2E) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) * TMT Acquisition Corp. (Name of Issuer) Common (Title of Class of Securities) G89229119 (CUSIP Number) November 29, 2024 (Date of Event Which Requires Fi |
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| November 27, 2024 |
KYG892291017 / TMT Acquisition Corp / WOLVERINE ASSET MANAGEMENT LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Elong Power Holding Ltd. (Name of Issuer) Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G3016G103 (CUSIP Number) November 26, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designat |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2024 or ☐ 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: 001-41667 TMT |
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| November 14, 2024 |
EX-99.B 3 d902213dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report |
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| November 14, 2024 |
TMTC / TMT Acquisition Corp / MIZUHO FINANCIAL GROUP INC - SC 13G Passive Investment SC 13G 1 d902213dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TMT Acquisition Corp (Name of Issuer) Common Shares (Title of Class of Securities) G89229119 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| November 14, 2024 |
EX-99.A 2 d902213dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100 |
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| November 13, 2024 |
SC 13G/A 1 karpus-sch13g18886.htm KARPUS INVESTMENT MGT / TMT ACQUISITION CORP - SCHEDULE 13G/A(#1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * TMT Acquisition Corp. (Name of Issuer) Common (Title of Class of Securities) G89229119 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Fi |
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| October 29, 2024 |
TMT Acquisition Corp Shareholders Approve Business Combination with eLong Power Holding Limited Exhibit 99.1 TMT Acquisition Corp Shareholders Approve Business Combination with eLong Power Holding Limited New York, NY, October 29, 2024 (GLOBE NEWSWIRE) – TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR), a publicly traded special purpose acquisition company, announced at its extraordinary general meeting earlier today, October 29, 2024, that its shareholders voted to approve the previous |
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| October 29, 2024 |
Submission of Matters to a Vote of Security Holders, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 (October 29, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Comm |
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| October 29, 2024 |
TMT Acquisition Corp Shareholders Approve Business Combination with eLong Power Holding Limited Exhibit 99.1 TMT Acquisition Corp Shareholders Approve Business Combination with eLong Power Holding Limited New York, NY, October 29, 2024 (GLOBE NEWSWIRE) – TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR), a publicly traded special purpose acquisition company, announced at its extraordinary general meeting earlier today, October 29, 2024, that its shareholders voted to approve the previous |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2024 (October 29, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Comm |
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| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2024 (October 23, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Comm |
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| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2024 (October 23, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Comm |
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| October 23, 2024 |
Promissory Note, dated October 23, 2024, issued by the SPAC to Ms. Xiaozhen Li.. 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 |
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| October 23, 2024 |
Promissory Note, dated October 23, 2024, issued by the SPAC to Ms. Xiaozhen Li.. 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 |
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| October 17, 2024 |
TMTC / TMT Acquisition Corp / WOLVERINE ASSET MANAGEMENT LLC - SC 13G Passive Investment SC 13G 1 ef20037355sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TMT Acquisition Corp. (Name of Issuer) Ordinary Shares, pare value $0.0001 per share (Title of Class of Securities) G89229119 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Che |
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| October 4, 2024 |
KYG892291017 / TMT Acquisition Corp / Harraden Circle Investments, LLC - SC 13G Passive Investment SC 13G 1 d892339dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TMT Acquisition Corp. G89229101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☐ Rule 13d-1(b) ☒ Rule |
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| October 4, 2024 |
EX-99.1 2 d892339dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Units of TMT Acquisition Corp. dated as of October 4, 2024, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the p |
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| October 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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) ☒ Definiti |
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| September 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 (September 27, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction ( |
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| September 30, 2024 |
Promissory Note, dated September 27, 2024, issued by the SPAC to Ms. Xiaozhen Li. 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 |
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| September 30, 2024 |
Promissory Note, dated September 30, 2024 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 |
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| September 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 (September 27, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction ( |
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| September 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 (September 30, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction o |
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| September 30, 2024 |
Third Amended and Restated Memorandum and Articles of Association Exhibit 3.1 Companies Act (revised) Company Limited by Shares THIRD AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TMT ACQUISITION CORP Adopted by special resolution dated [ ], 2024 [182898.00001] Companies Act (Revised) Company Limited by Shares Third Amended and Restated Memorandum of Association of TMT Acquisition Corp Adopted by special resolution on [ ] 2024 1 The name of the |
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| September 30, 2024 |
Promissory Note, dated September 27, 2024, issued by the SPAC to Ms. Xiaozhen Li. 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 |
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| September 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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) ☐ Definiti |
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| September 25, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 TMT Acquisition Corp Announces Changes to Contribution to Trust Account and the Use of Funds in Trust Account to Pay Dissolution Expenses in Connection with Extension Amendment Proposal New York, NY, September 25, 2024 (GLOBE NEWSWIRE) – TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the “Company”) announced today that if the proposal to amend the Company’ |
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| September 25, 2024 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Com |
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| September 24, 2024 |
TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting of Shareholders Exhibit 99.1 TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting of Shareholders New York, New York, September 24, 2024 /Globe Newswire/ — TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the “Company”) announced today that the Company’s Extraordinary General Meeting of Shareholders (the “Extraordinary General Meeting”) was convened on September 24, 2024 at 10:00 a.m. |
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| September 24, 2024 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Com |
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| September 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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) ☒ Definiti |
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| August 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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) ☐ Definiti |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2024 or ☐ 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: 001-41667 TMT Acqui |
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| August 15, 2024 |
Promissory Note, dated August 15, 2024, issued by the SPAC to eLong Power. Exhibit 10.4 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 |
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| August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Emplo |
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| August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Emplo |
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| August 15, 2024 |
Promissory Note, dated August 15, 2024, issued by the SPAC to eLong Power. Exhibit 10.4 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 |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Fo |
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| August 8, 2024 |
Promissory Note, dated August 2, 2024, issued by the SPAC to Ms. Xiaozhen Li. Exhibit 10.3 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 |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Employer |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Employer |
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| August 8, 2024 |
Promissory Note, dated July 1, 2024, issued by the SPAC to eLong Power. Exhibit 10.2 [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 |
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| August 8, 2024 |
Promissory Note, dated August 2, 2024, issued by the SPAC to Ms. Xiaozhen Li. Exhibit 10.3 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 |
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| August 8, 2024 |
Promissory Note, dated July 1, 2024, issued by the SPAC to eLong Power. EX-10.2 2 ex10-2.htm Exhibit 10.2 [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 SUB |
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| June 24, 2024 |
Exhibit 99.1 TMT Acquisition Corp Merger Partner, eLong Power Holding Limited, Received RMB480 Million (Approximately US$66 Million) Purchase Order for 600MWh Lithium Battery Energy Storage System Business Combination anticipated to close in the second half of 2024; battery storage delivery expected by October 31, 2024 NEW YORK, N.Y. and Ganzhou, China, June 24, 2024 – The merger partner of TMT Ac |
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| June 24, 2024 |
Exhibit 99.1 TMT Acquisition Corp Merger Partner, eLong Power Holding Limited, Received RMB480 Million (Approximately US$66 Million) Purchase Order for 600MWh Lithium Battery Energy Storage System Business Combination anticipated to close in the second half of 2024; battery storage delivery expected by October 31, 2024 NEW YORK, N.Y. and Ganzhou, China, June 24, 2024 – The merger partner of TMT Ac |
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| June 24, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Employe |
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| June 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Employe |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2024 or ☐ 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: 001-41667 TMT Acqu |
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| May 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on F |
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| April 12, 2024 |
Exhibit 97.1 TMT Acquisition Corp Incentive Compensation Recovery Policy Effective Date: December 1, 2023 1. Purpose. The purpose of the TMT Acquisition Corp Incentive Compensation Recovery Policy (this “Policy”) is to provide for the recovery of certain Incentive-Based Compensation in the event of an Accounting Restatement. This Policy is intended to comply with, and to be administered and interp |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ 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 001-41667 TMT Acquisition Corp (Exact name of |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2024 (April 1, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2024 (April 1, 2024) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission |
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| April 4, 2024 |
Promissory Note, dated April 1, 2024, issued by the Company to Elong. 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 |
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| April 4, 2024 |
Promissory Note, dated April 1, 2024, issued by the Company to Elong. 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 |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For period ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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| March 28, 2024 |
TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting Exhibit 99.1 TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting New York, New York, March 28, 2024 /Globe Newswire/ — TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the “Company”) announced today that the extraordinary general meeting originally scheduled for March 19, 2024, and previously adjourned to March 22, 2024, and further adjourned to March 28, 2024 (the “E |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Commiss |
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| March 28, 2024 |
TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting Exhibit 99.1 TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting New York, New York, March 28, 2024 /Globe Newswire/ — TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the “Company”) announced today that the extraordinary general meeting originally scheduled for March 19, 2024, and previously adjourned to March 22, 2024, and further adjourned to March 28, 2024 (the “E |
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| March 28, 2024 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Commiss |
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| March 22, 2024 |
Promissory Note, dated March 19, 2024, issued by the SPAC to Xiaozhen Li. 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 |
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| March 22, 2024 |
TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting of Shareholders Exhibit 99.1 TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting of Shareholders New York, New York, March 22, 2024 /Globe Newswire/ — TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the “Company”) announced today that the Company’s Extraordinary General Meeting of Shareholders (the “Extraordinary General Meeting”) was convened on March 22, 2024 at 1:00 p.m. Eastern |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Employ |
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| March 22, 2024 |
Promissory Note, dated March 19, 2024, issued by the SPAC to Xiaozhen Li. 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 |
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| March 22, 2024 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Commiss |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Employ |
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| March 19, 2024 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Commiss |
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| March 19, 2024 |
TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting of Shareholders Exhibit 99.1 TMT Acquisition Corp Announces Adjournment of Extraordinary General Meeting of Shareholders New York, New York, March 19, 2024 /Globe Newswire/ — TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the “Company”) announced today that the Company’s Extraordinary General Meeting of Shareholders (the “Extraordinary General Meeting”) was convened on March 19, 2024 at 10:00 a.m. Eastern |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Emp |
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| March 15, 2024 |
Promissory Note, dated February 27, 2024, issued by the SPAC to Elong. 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 |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Emp |
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| March 15, 2024 |
Promissory Note, dated February 27, 2024, issued by the SPAC to Elong. 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 |
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| March 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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) ☒ Definiti |
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| February 29, 2024 |
Exhibit 10.10 EXECUTION VERSION EXHIBIT A AMENDED AND RESTATED SHAREHOLDER VOTING AGREEMENT This AMENDED AND RESTATED SHAREHOLDER VOTING AGREEMENT (this “Agreement”), dated as of February 29, 2024, is entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands exempted company (the “Company”), and the undersigned sha |
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| February 29, 2024 |
Exhibit 10.12 EXECUTION VERSION EXHIBIT D FORM OF ELONG POWER INC EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of [●] (the “Effective Time”), by and between [●] (the “Employee”) and Elong Power Holding Limited , a Cayman Islands exempted company (the “Company”). WHEREAS, pursuant to that certain Amended and Restated Merger Agreement (the “Merger Agr |
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| February 29, 2024 |
Exhibit 10.10 EXECUTION VERSION EXHIBIT A AMENDED AND RESTATED SHAREHOLDER VOTING AGREEMENT This AMENDED AND RESTATED SHAREHOLDER VOTING AGREEMENT (this “Agreement”), dated as of February 29, 2024, is entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands exempted company (the “Company”), and the undersigned sha |
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| February 29, 2024 |
Exhibit 2.1 EXECUTION VERISON AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among ELONG POWER HOLDING LIMITED TMT ACQUISITION Corp and ELONG POWER INC. Dated as of February 29, 2024 TABLE OF CONTENTS Page Article I - CLOSING 3 1.1 Closing 3 1.2 Closing Deliverables 3 1.3 Stock Split 4 1.4 Earnout 5 1.5 Exercise or Assumption of Company Warrants 5 1.6 Indemnification 6 1.7 No Transfer of |
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| February 29, 2024 |
Exhibit 10.11 EXECUTION VERSION EXHIBIT C FORM OF ELONG POWER INC LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of [●], by and among Elong Power Holding Limited, a Cayman Islands exempted company (the “Company”), and each of the shareholders named on Schedule A hereto (each a “Holder” and collectively the “Holders”) who are shareholders of the Company. The Company and the |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Emp |
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| February 29, 2024 |
Exhibit 10.12 EXECUTION VERSION EXHIBIT D FORM OF ELONG POWER INC EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of [●] (the “Effective Time”), by and between [●] (the “Employee”) and Elong Power Holding Limited , a Cayman Islands exempted company (the “Company”). WHEREAS, pursuant to that certain Amended and Restated Merger Agreement (the “Merger Agr |
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| February 29, 2024 |
Exhibit 10.9 EXECUTION VERSION EXHIBIT B AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT This AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 29, 2024, by and among 2TM Holding LP, a Delaware limited partnership (“Sponsor”), TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands ex |
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| February 29, 2024 |
Exhibit 2.1 EXECUTION VERISON AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among ELONG POWER HOLDING LIMITED TMT ACQUISITION Corp and ELONG POWER INC. Dated as of February 29, 2024 TABLE OF CONTENTS Page Article I - CLOSING 3 1.1 Closing 3 1.2 Closing Deliverables 3 1.3 Stock Split 4 1.4 Earnout 5 1.5 Exercise or Assumption of Company Warrants 5 1.6 Indemnification 6 1.7 No Transfer of |
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| February 29, 2024 |
Exhibit 10.9 EXECUTION VERSION EXHIBIT B AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT This AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 29, 2024, by and among 2TM Holding LP, a Delaware limited partnership (“Sponsor”), TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands ex |
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| February 29, 2024 |
Exhibit 10.11 EXECUTION VERSION EXHIBIT C FORM OF ELONG POWER INC LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of [●], by and among Elong Power Holding Limited, a Cayman Islands exempted company (the “Company”), and each of the shareholders named on Schedule A hereto (each a “Holder” and collectively the “Holders”) who are shareholders of the Company. The Company and the |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Emp |
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| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14A-101) 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) ☐ Definiti |
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| February 13, 2024 |
SC 13G 1 karpus-sch13g18788.htm KARPUS INVESTMENT MGT / TMT ACQUISITION CORP - SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) * TMT Acquisition Corp. (Name of Issuer) Common (Title of Class of Securities) G89229119 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of |
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| January 31, 2024 |
EX-99.1 2 d886836dex991.htm EX-99.1 SCHEDULE 13G CUSIP No. G89229101 Page 11 of 11 Pages Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Units of TMT Acquisition Corp. dated as of January 31, 2024, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of |
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| January 31, 2024 |
KYG892291017 / TMT Acquisition Corp / Harraden Circle Investments, LLC - 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)* TMT Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) G89229101 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| December 4, 2023 |
Exhibit 10.7 EXECUTION VERSION EXHIBIT C FORM OF ELONG POWER INC LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of [●], by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), to be renamed eLong Power Inc after Closing), and each of the shareholders named on Schedule A hereto (each a “Holder” and collectively the “Holders”) who are shareholders |
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| December 4, 2023 |
Exhibit 10.7 EXECUTION VERSION EXHIBIT C FORM OF ELONG POWER INC LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of [●], by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), to be renamed eLong Power Inc after Closing), and each of the shareholders named on Schedule A hereto (each a “Holder” and collectively the “Holders”) who are shareholders |
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| December 4, 2023 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among ELONG POWER HOLDING LIMITED TMT ACQUISITION Corp and TMT MERGER SUB, INC. Dated as of December 1, 2023 TABLE OF CONTENTS Page Article I - CLOSING 3 1.1 Closing 3 1.2 Closing Deliverables 3 Article II - THE MERGER 4 2.1 The Merger 4 2.2 Effect of the Merger 4 2.3 No Transfer of Assignment; Register of Members 5 2.4 Surviving Co |
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| December 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2023 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Empl |
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| December 4, 2023 |
Exhibit 99.1 TMT Acquisition Corp Announces Entering into a Merger Agreement with eLong Power, a Specialty Battery Technologies Provider for Applications in Commercial EV and Energy Storage Transaction anticipated to close in the first half of 2024 NEW YORK, N.Y. and Ganzhou, China, December 4, 2023 – TMT Acquisition Corp (“TMTC”) (NASDAQ: TMTCU), a publicly traded special purpose acquisition comp |
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| December 4, 2023 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among ELONG POWER HOLDING LIMITED TMT ACQUISITION Corp and TMT MERGER SUB, INC. Dated as of December 1, 2023 TABLE OF CONTENTS Page Article I - CLOSING 3 1.1 Closing 3 1.2 Closing Deliverables 3 Article II - THE MERGER 4 2.1 The Merger 4 2.2 Effect of the Merger 4 2.3 No Transfer of Assignment; Register of Members 5 2.4 Surviving Co |
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| December 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2023 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction (Commission (I.R.S. Empl |
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| December 4, 2023 |
Exhibit 99.1 TMT Acquisition Corp Announces Entering into a Merger Agreement with eLong Power, a Specialty Battery Technologies Provider for Applications in Commercial EV and Energy Storage Transaction anticipated to close in the first half of 2024 NEW YORK, N.Y. and Ganzhou, China, December 4, 2023 – TMT Acquisition Corp (“TMTC”) (NASDAQ: TMTCU), a publicly traded special purpose acquisition comp |
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| December 4, 2023 |
Exhibit 10.6 EXECUTION VERSION SHAREHOLDER VOTING AGREEMENT This Shareholder Voting Agreement (this “Agreement”), dated as of December 1, 2023, is entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands exempted company (the “Company”), and the undersigned shareholder of the Company (the “Shareholder”). Each of t |
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| December 4, 2023 |
Exhibit 10.8 EXECUTION VERSION EXHIBIT D FORM OF ELONG POWER INC EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of [●] (the “Effective Time”), by and between [●] (the “Employee”) and eLong Power Inc (formerly TMT Acquisition Corp), a Cayman Islands exempted company (the “Parent”). WHEREAS, pursuant to that certain Merger Agreement (the “Merger Agreeme |
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| December 4, 2023 |
Exhibit 10.6 EXECUTION VERSION SHAREHOLDER VOTING AGREEMENT This Shareholder Voting Agreement (this “Agreement”), dated as of December 1, 2023, is entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands exempted company (the “Company”), and the undersigned shareholder of the Company (the “Shareholder”). Each of t |
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| December 4, 2023 |
Sponsor Support Agreement, dated December 1, 2023, by and among Sponsor, the SPAC and the Company Exhibit 10.5 EXECUTION VERSION sponsor support AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of December 1, 2023, by and among 2TM Holding LP, a Delaware limited partnership (“Sponsor”), TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands exempted company (the “Company”). Sponsor, the SPAC and |
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| December 4, 2023 |
Exhibit 10.8 EXECUTION VERSION EXHIBIT D FORM OF ELONG POWER INC EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of [●] (the “Effective Time”), by and between [●] (the “Employee”) and eLong Power Inc (formerly TMT Acquisition Corp), a Cayman Islands exempted company (the “Parent”). WHEREAS, pursuant to that certain Merger Agreement (the “Merger Agreeme |
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| December 4, 2023 |
Sponsor Support Agreement, dated December 1, 2023, by and among Sponsor, the SPAC and the Company Exhibit 10.5 EXECUTION VERSION sponsor support AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of December 1, 2023, by and among 2TM Holding LP, a Delaware limited partnership (“Sponsor”), TMT Acquisition Corp, a Cayman Islands exempted company (the “SPAC”), eLong Power Holding Limited, a Cayman Islands exempted company (the “Company”). Sponsor, the SPAC and |
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| November 30, 2023 |
KYG892291017 / TMT Acquisition Corp / 2TM Holding LP Activist Investment SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) TMT ACQUISITION CORP (Name of Issuer) Ordinary Share, par value $0.0001 per share (Title of Class of Securities) G89229101 (CUSIP Number) Dajiang Guo 2TM Holding LP 420 Lexington Ave Suite 2446 New York, NY 10170 Telephone: (347) |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2023 ☐ 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: 001-41667 TMT Acquisition C |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2023 ☐ 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: 001-41667 TMT Acquisition Corp ( |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2023 ☐ 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: 001-41667 TMT Acquisition Corp |
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| April 27, 2023 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2023 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Commiss |
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| April 27, 2023 |
Exhibit 99.1 TMT Acquisition Corp Announces the Separate Trading of its Ordinary Shares and Rights Commencing on May 1, 2023 New York, NY, April 27, 2023 (GLOBE NEWSWIRE) – TMT Acquisition Corp (the “Company”) (Nasdaq: TMTCU), a blank check company incorporated as a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reor |
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| April 10, 2023 |
KYG892291017 / TMT Acquisition Corp / 2TM Holding LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 TMT ACQUISITION CORP (Name of Issuer) Ordinary Share, par value $0. |
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| April 5, 2023 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2023 (March 30, 2023) TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorpo |
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| April 5, 2023 |
TMT ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Exhibit 99.1 TMT ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Audited Financial Statement of TMT Acquisition Corp.: Report of Independent Registered Public Accounting Firm (PCAOB ID #1195) F-2 Balance Sheet as of March 30, 2023 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders of TMT Acquisition Corp. |
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| April 4, 2023 |
KYG892291017 / TMT Acquisition Corp / Harraden Circle Investments, LLC - SC 13G Passive Investment SC 13G 1 d490985dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TMT ACQUISITION CORP. Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) G89229101 (CUSIP Number) March 28, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| April 4, 2023 |
Youâve Exceeded the SECâs Traffic Limit EX-99.1 CUSIP No. G89229101 Page 11 of 11 Pages EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Units of TMT Acquisition Corp. dated as of April 4, 2023 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with |
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| March 30, 2023 |
TMT Acquisition Corp Announces Closing of $60 Million Initial Public Offering Exhibit 99.2 TMT Acquisition Corp Announces Closing of $60 Million Initial Public Offering New York, New York, March 30, 2023 (GLOBE NEWSWIRE) – TMT Acquisition Corp (Nasdaq:TMTCU) (the “Company”), a blank check company incorporated as a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or similar busines |
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| March 30, 2023 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 27, 2023 by and between TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-2598 |
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| March 30, 2023 |
TMT Acquisition Corp Announces Pricing of $60 Million Initial Public Offering Exhibit 99.1 TMT Acquisition Corp Announces Pricing of $60 Million Initial Public Offering New York, New York, March 27, 2023 (GLOBE NEWSWIRE) – TMT Acquisition Corp (the “Company”), a newly incorporated blank check company incorporated as a Cayman Islands exempted company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or similar bus |
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| March 30, 2023 |
Exhibit 10.1 March 27, 2023 TMT Acquisition Corp 420 Lexington Avenue, Suite 2446, New York, NY 10170 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Maxim Gro |
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| March 30, 2023 |
Exhibit 4.1 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of March 27, 2023 between TMT Acquisition Corp, a Cayman Islands company with its principal executive offices at 420 Lexington Avenue, Suite 2446, New York, NY 10170 (the “Company”) and Continental Stock Transfer & Trust Company, a New York company, with offices at 1 State Street, 30th Floor, New York, NY 10004-1561 ( |
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| March 30, 2023 |
Amended and Restated Memorandum and Articles of Association Exhibit 3.1 |
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| March 30, 2023 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 27, 2023, is made and entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), 2TM Holding LP, a Delaware limited partnership company (the “Sponsor”), Maxim Group LLC (the “Representative”), and each additional undersigned party listed on the |
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| March 30, 2023 |
Underwriting Agreement, dated March 27, 2023, by and between the Company and Maxim Group LLC Exhibit 1.1 TMT ACQUISITION CORP UNDERWRITING AGREEMENT New York, New York March 27, 2023 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: TMT Acquisition Corp, a Cayman Islands exempt company (the “Company”), hereby confirms its agreement with Maxim Group LLC (the “Representative”), as representat |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 001-41667 N/A (State or other jurisdiction of incorporation) (Commiss |
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| March 30, 2023 |
Exhibit 10.4 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this March 27, 2023, by and between TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), having its principal place of business at 420 Lexington Avenue, Suite 2446, New York, NY 10170 and 2TM Holding LP, a Delaware limited partnership (the “Purchaser”). WHEREAS, the Compan |
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| March 29, 2023 |
TMT Acquisition Corp 6,000,000 Units Filed Pursuant to Rule 424(b)(4) Registration Number 333-259879 PROSPECTUS $60,000,000 TMT Acquisition Corp 6,000,000 Units TMT Acquisition Corp is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to throughout this prospectus as our initial business combination. |
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| March 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of incorporation or organization) (I. |
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| March 23, 2023 |
TMT Acquisition Corp 420 Lexington Avenue, Suite 2446 New York, NY 10170 March 23, 2023 TMT Acquisition Corp 420 Lexington Avenue, Suite 2446 New York, NY 10170 March 23, 2023 VIA EDGAR U. |
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| March 23, 2023 |
Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 March 23, 2023 VIA EDGAR U. |
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| February 27, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 27, 2023 S-1/A 1 forms-1a.htm As filed with the U.S. Securities and Exchange Commission on February 27, 2023 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 12 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other |
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| February 27, 2023 |
Form of Second Amended and Restated Memorandum and Articles of Association** Exhibit 3.2 Companies Act (revised) Company Limited by Shares SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TMT ACQUISITION CORP Adopted by special resolution dated [ ], 2023 [182898.00001] Companies Act (Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of TMT Acquisition Corp Adopted by special resolution on [ ], 2023 1 The name of t |
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| February 27, 2023 |
February 27, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Brigitte Lippmann Re: TMT Acquisition Corp Amendment No. 11 to Registration Statement on Form S-1 Filed January 17, 2023 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman Islands c |
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| February 27, 2023 |
Form of Underwriting Agreement** Exhibit 1.1 TMT ACQUISITION CORP UNDERWRITING AGREEMENT New York, New York [●], 2023 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: TMT Acquisition Corp, a Cayman Islands exempt company (the “Company”), hereby confirms its agreement with Maxim Group LLC (the “Representative”), as representative o |
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| February 27, 2023 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [*], 2022 by and between TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-259879 (t |
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| January 17, 2023 |
As filed with the U.S. Securities and Exchange Commission on January 17, 2023 As filed with the U.S. Securities and Exchange Commission on January 17, 2023 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 11 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incor |
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| November 25, 2022 |
November 25, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 9 to Registration Statement on Form S-1 Filed November 9, 2022 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman Islands company ( |
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| November 25, 2022 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company and the Registrant* Exhibit 4.4 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of [ ], 2022 between TMT Acquisition Corp, a Cayman Islands company with its principal executive offices at 420 Lexington Avenue, Suite 2446, New York, NY 10170 (the “Company”) and Continental Stock Transfer & Trust Company, a New York company, with offices at 1 State Street, 30th Floor, New York, NY 10004-1561 (the “ |
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| November 25, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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| November 25, 2022 |
As filed with the U.S. Securities and Exchange Commission on November 25, 2022 As filed with the U.S. Securities and Exchange Commission on November 25, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 10 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of inco |
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| November 9, 2022 |
Amended and Restated Promissory Note, dated as of October 21, 2022 issued to 2TM Holdings LP* Exhibit 10.12 THIS AMENDED AND RESTATED 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 SUB |
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| November 9, 2022 |
As filed with the U.S. Securities and Exchange Commission on November 9, 2022 As filed with the U.S. Securities and Exchange Commission on November 9, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 9 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorp |
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| November 9, 2022 |
Form of Registration Rights Agreement between the Registrant and certain security holders* Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [], 2022, is made and entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the ?Company?), 2TM Holding LP, a Delaware limited partnership company (the ?Sponsor?), Maxim Group LLC (the ?Representative?), and each additional undersigned party listed on the signa |
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| November 9, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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| November 9, 2022 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [*], 2022 by and between TMT Acquisition Corp, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York company (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 333-259879 (t |
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| November 9, 2022 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G89229 101 TMT ACQUISITION CORP UNITS CONSISTING OF ONE ORDINARY SHARE AND ONE RIGHT THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) ordinary share, par value $0.0001 per share (?Ordinary Share?), of TMT Acquisition Corp, a Cayman Islands exempted company (the ?Company?) and one (1) right (?Righ |
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| November 9, 2022 |
Exhibit 4.3 NUMBER RIGHTS TMT ACQUISITION CORP A CAYMAN ISLANDS COMPANY RIGHTS SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G89229 135 This Rights Certificate certifies that [ ], or registered assigns, is the registered holder of a right or rights (the ?Right?) to automatically receive two-tenths of one ordinary share, par value $0.0001 per share (?Ordinary Share?), of TMT Acquisition Corp (the ?Comp |
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| November 9, 2022 |
Form of Private Placement Units Purchase Agreement between the Registrant and 2TM Holding LP* Exhibit 10.6 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this ?Agreement?) is made as of this [ ], 2022, by and between TMT Acquisition Corp, a Cayman Islands exempted company (the ?Company?), having its principal place of business at 420 Lexington Avenue, Suite 2446, New York, NY 10170 and 2TM Holding LP, a Delaware limited partnership (the ?Purchaser?). WHEREAS, the Company des |
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| November 9, 2022 |
Form of Letter Agreement among the Registrant and its officers, directors and 2TM Holding LP* Exhibit 10.2 [?], 2022 TMT Acquisition Corp 420 Lexington Avenue, Suite 2446, New York, NY 10170 Re: Initial Public Offering Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the ?Company?), and Maxim Group LL |
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| November 9, 2022 |
CORRESP 1 filename1.htm November 9, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 8 to Registration Statement on Form S-1 Filed August 5, 2022 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cay |
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| November 9, 2022 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company and the Registrant** Exhibit 4.4 RIGHTS AGREEMENT This Rights Agreement (this ?Agreement?) is made as of [ ], 2022 between TMT Acquisition Corp, a Cayman Islands company with its principal executive offices at 420 Lexington Avenue, Suite 2446, New York, NY 10170 (the ?Company?) and Continental Stock Transfer & Trust Company, a New York company, with offices at 1 State Street, 30th Floor, New York, NY 10004-1561 (the ? |
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| November 9, 2022 |
Form of Second Amended and Restated Memorandum and Articles of Association* Exhibit 3.2 Companies Act (revised) Company Limited by Shares SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TMT ACQUISITION CORP Adopted by special resolution dated [ ], 2022 [182898.00001] Companies Act (Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of TMT Acquisition Corp Adopted by special resolution on [ ], 2022 1 The name of t |
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| November 9, 2022 |
Form of Underwriting Agreement* Exhibit 1.1 TMT ACQUISITION CORP UNDERWRITING AGREEMENT New York, New York [?], 2022 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: TMT Acquisition Corp, a Cayman Islands exempt company (the ?Company?), hereby confirms its agreement with Maxim Group LLC (the ?Representative?), as representative o |
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| November 9, 2022 |
Form of Administrative Services Agreement, by and between the Registrant and 2TM Holding LP* Exhibit 10.8 TMT ACQUISITION CORP 420 Lexington Avenue, Suite 2446 New York, NY 10170 [], 2022 2TM Holding LP 420 Lexington Avenue, Suite 2446 New York, NY 10170 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between TMT Acquisition Corp (the ?Company?) and 2TM Holding LP (the ?Sponsor?), dated as of the date hereof, will confirm our agreement that, commen |
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| August 5, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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| August 5, 2022 |
As filed with the U.S. Securities and Exchange Commission on August 5, 2022 As filed with the U.S. Securities and Exchange Commission on August 5, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpor |
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| August 5, 2022 |
Promissory Note, dated as of August 20, 2021 issued to 2TM Holding LP* 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 |
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| August 5, 2022 |
CORRESP 1 filename1.htm August 5, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 7 to Registration Statement on Form S-1 Filed July 1, 2022 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman |
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| August 5, 2022 |
Securities Subscription Agreement, dated August 20, 2021, between the Registrant and 2TM Holding LP* Exhibit 10.5 TMT Acquisition Corp 500 Fifth Avenue Suite 938 New York, New York 10110 August 20, 2021 2TM Holding LP 500 Fifth Avenue Suite 938 New York, New York 10110 RE: Securities Subscription Agreement Ladies and Gentlemen: TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer 2TM Holding LP, a Delaware limited partnership, (the “Subscriber” o |
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| July 1, 2022 |
Amended and Restated Promissory Note, dated as of June 27, 2022 issued to 2TM Holdings LP* Exhibit 10.11 |
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| July 1, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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| July 1, 2022 |
As filed with the U.S. Securities and Exchange Commission on July 1, 2022 As filed with the U.S. Securities and Exchange Commission on July 1, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporat |
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| July 1, 2022 |
CORRESP 1 filename1.htm July 1, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 6 to Registration Statement on Form S-1 Filed May 9, 2022 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman Isl |
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| May 9, 2022 |
CORRESP 1 filename1.htm May 9, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 5 to Registration Statement on Form S-1 Filed April 21, 2022 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman I |
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| May 9, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees Previously Paid Equity Units, each consisting of one ordinary share, $0. |
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| May 9, 2022 |
As filed with the U.S. Securities and Exchange Commission on May 9, 2022 As filed with the U.S. Securities and Exchange Commission on May 9, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporati |
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| April 21, 2022 |
CORRESP 1 filename1.htm April 21, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 4 to Registration Statement on Form S-1 Filed March 30, 2022 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayma |
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| April 21, 2022 |
EX-FILING FEES 2 ex-107.htm Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Regist |
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| April 21, 2022 |
As filed with the U.S. Securities and Exchange Commission on April 21, 2022 As filed with the U.S. Securities and Exchange Commission on April 21, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpor |
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| March 30, 2022 |
EX-FILING FEES 11 ex-107.htm Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Regis |
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| March 30, 2022 |
Form of Second Amended and Restated Memorandum and Articles of Association* Exhibit 3.2 Companies Act (revised) Company Limited by Shares SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TMT ACQUISITION CORP Adopted by special resolution dated [ ], 2022 [182898.00001] Companies Act (Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of TMT Acquisition Corp Adopted by special resolution on [ ], 2022 1 The name of t |
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| March 30, 2022 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [*], 2022 by and between TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S |
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| March 30, 2022 |
Form of Rights Agreement between American Stock Transfer & Trust Company and the Registrant* Exhibit 4.5 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of [ ], 2022 between TMT Acquisition Corp, a Cayman Islands company with its principal executive offices at 500 Fifth Avenue, Suite 938, New York, NY 10110 (the “Company”) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, with offices at 6201 15th Avenue, Brooklyn, NY 11219 |
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| March 30, 2022 |
Form of Underwriting Agreement* Exhibit 1.1 TMT ACQUISITION CORP UNDERWRITING AGREEMENT New York, New York [●], 2022 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: TMT Acquisition Corp, a Cayman Islands exempt company (the “Company”), hereby confirms its agreement with Maxim Group LLC (the “Representative”), as representative o |
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| March 30, 2022 |
Form of Private Placement Units Purchase Agreement between the Registrant and 2TM Holding LP* Exhibit 10.6 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this ?Agreement?) is made as of this [ ], 2022, by and between TMT Acquisition Corp, a Cayman Islands exempted company (the ?Company?), having its principal place of business at 500 Fifth Avenue, Suite 938, New York, NY 10110 and 2TM Holding LP, a Delaware limited partnership (the ?Purchaser?). WHEREAS, the Company desires |
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| March 30, 2022 |
Form of Warrant Agreement between American Stock Transfer & Trust Company and the Registrant* Exhibit 4.6 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2022, is by and between TMT Acquisition Corp, a Cayman Islands company with its principal executive offices at 500 Fifth Avenue, Suite 938, New York, NY 10110 (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, with offices at 6201 15th Avenue, Broo |
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| March 30, 2022 |
As filed with the U.S. Securities and Exchange Commission on March 30, 2022 As filed with the U.S. Securities and Exchange Commission on March 30, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorpor |
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| March 30, 2022 |
Form of Letter Agreement among the Registrant and its officers, directors and 2TM Holding LP* Exhibit 10.2 [●], 2022 TMT Acquisition Corp 500 Fifth Avenue, Suite 938, New York, NY 10110 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Maxim Group LLC, as |
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| March 30, 2022 |
Form of Registration Rights Agreement between the Registrant and certain security holders* Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2022, is made and entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), 2TM Holding LP, a Delaware limited partnership company (the “Sponsor”), Maxim Group LLC (the “Representative”), and each additional undersigned party listed on the signa |
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| February 9, 2022 |
Amended and Restated Memorandum and Articles of Association* Exhibit 3.1 |
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| February 9, 2022 |
Exhibit 10.7 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made on [●], 2022. Between: (1) TMT ACQUISITION CORP, an exempted company incorporated under the laws of the Cayman Islands with registered office at Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman, KY1-9009, Cayman Islands (the “Company”); and (2) [●] (“Indemnitee”). Whereas: (A) Highly c |
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| February 9, 2022 |
Form of Registration Rights Agreement between the Registrant and certain security holders** Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [], 2022, is made and entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), 2TM Holding LP, a Delaware limited partnership company (the “Sponsor”), Maxim Group LLC (the “Representative”), and each additional undersigned party listed on the signa |
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| February 9, 2022 |
Exhibit 10.10 TMT Acquisition Corp 500 Fifth Avenue Suite 938 New York, New York 10110 January 6, 2021 2TM Holding LP 500 Fifth Avenue Suite 938 New York, New York 10110 RE: Amended and Restated Securities Subscription Agreement Ladies and Gentlemen: Reference is made to the Securities Subscription Agreement dated as of August 20, 2021 (the “Subscription Agreement”) by and between TMT Acquisition |
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| February 9, 2022 |
Form of Private Placement Units Purchase Agreement between the Registrant and 2TM Holding LP** Exhibit 10.6 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this [ ], 2022, by and between TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), having its principal place of business at 500 Fifth Avenue, Suite 938, New York, NY 10110 and 2TM Holding LP, a Delaware limited partnership (the “Purchaser”). WHEREAS, the Company desires |
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| February 9, 2022 |
Form of Underwriting Agreement** Exhibit 1.1 TMT ACQUISITION CORP UNDERWRITING AGREEMENT New York, New York [●], 2022 Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: TMT Acquisition Corp, a Cayman Islands exempt company (the “Company”), hereby confirms its agreement with Maxim Group LLC (the “Representative”), as representative o |
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| February 9, 2022 |
Exhibit 4.3 NUMBER RIGHTS TMT ACQUISITION CORP A CAYMAN ISLANDS COMPANY RIGHTS SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G89229 135 This Rights Certificate certifies that [ ], or registered assigns, is the registered holder of a right or rights (the “Right”) to automatically receive one-tenth of one ordinary share, par value $0.0001 per share (“Ordinary Share”), of TMT Acquisition Corp (the “Compa |
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| February 9, 2022 |
As filed with the U.S. Securities and Exchange Commission on February 9, 2022 As filed with the U.S. Securities and Exchange Commission on February 9, 2022 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorp |
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| February 9, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) TMT Acquisition Corp (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee Fees to be Paid Equity Units, each consisting of one ordinary share, $0. |
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| February 9, 2022 |
Form of Warrant Agreement between American Stock Transfer & Trust Company and the Registrant** Exhibit 4.6 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2022, is by and between TMT Acquisition Corp, a Cayman Islands company with its principal executive offices at 500 Fifth Avenue, Suite 938, New York, NY 10110 (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, with offices at 6201 15th Avenue, Broo |
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| February 9, 2022 |
Exhibit 4.4 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 TMT ACQUISITION CORP Incorporated Under the Laws of the Cayman Islands CUSIP G89229 127 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered h |
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| February 9, 2022 |
Form of Second Amended and Restated Memorandum and Articles of Association** Exhibit 3.2 Companies Act (revised) Company Limited by Shares SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF TMT ACQUISITION CORP Adopted by special resolution dated [ ], 2022 [182898.00001] Companies Act (Revised) Company Limited by Shares Second Amended and Restated Memorandum of Association of TMT Acquisition Corp Adopted by special resolution on [ ], 2022 1 The name of t |
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| February 9, 2022 |
Exhibit 14 FORM OF CODE OF ETHICS OF TMT ACQUISITION CORP 1. Introduction The Board of Directors (the “Board”) of TMT Acquisition Corp (the “Company”) 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 the extent that employees are hired in the future) to: ● promote honest an |
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| February 9, 2022 |
EX-4.1 5 ex4-1.htm Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G89229 101 TMT ACQUISITION CORP UNITS CONSISTING OF ONE ORDINARY SHARE, ONE RIGHT, AND ONE-HALF OF ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) ordinary share, par value $0.0001 per share (“Ordinary Share”), of TMT Acquisition Corp, a Cayman Islands exempted com |
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| February 9, 2022 |
Form of Administrative Services Agreement, by and between the Registrant and 2TM Holding LP* Exhibit 10.8 TMT ACQUISITION CORP 500 Fifth Avenue, Suite 938 New York, NY 10110 [], 2022 2TM Holding LP 500 Fifth Avenue, Suite 938 New York, NY 10110 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between TMT Acquisition Corp (the “Company”) and 2TM Holding LP (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on th |
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| February 9, 2022 |
U.S. Securities and Exchange Commission CORRESP 1 filename1.htm February 9, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 2 to Form S-1 Filed December 10, 2021 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman Islands company (th |
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| February 9, 2022 |
Form of Letter Agreement among the Registrant and its officers, directors and 2TM Holding LP** Exhibit 10.2 [●], 2022 TMT Acquisition Corp 500 Fifth Avenue, Suite 938, New York, NY 10110 Re: Initial Public Offering Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), and Maxim Group LLC, as |
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| February 9, 2022 |
Amended and Restated Promissory Note, dated as of December 15, 2021 issued to 2TM Holding LP* Exhibit 10.9 THIS AMENDED AND RESTATED 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 SUBS |
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| February 9, 2022 |
Specimen Ordinary Share Certificate* Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G89229 119 TMT ACQUISITION CORP INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS ORDINARY SHARES This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE ORDINARY SHARES OF THE PAR VALUE OF $0.0001 EACH OF TMT ACQUISITION CORP (THE “COMPANY”) transferable on the books of the Company in person or by duly authorized att |
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| February 9, 2022 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [*], 2022 by and between TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Form S |
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| February 9, 2022 |
Form of Compensation Committee Charter* Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF TMT ACQUISITION CORP I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the ?Committee?) of the Board of Directors (the ?Board?) of TMT Acquisition Corp (the ?Company?) shall be to oversee the Company?s compensation and employee benefit plans and practices, including its executive compensation plan |
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| February 9, 2022 |
Form of Audit Committee Charter* Exhibit 99.1 CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF TMT ACQUISITION CORP I. PURPOSE OF THE COMMITTEE The purpose of the Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of TMT Acquisition Corp (the “Company”) is to oversee the accounting and financial reporting processes of the Company and its subsidiaries and the audits of the financial statements of |
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| February 9, 2022 |
Form of Rights Agreement between American Stock Transfer & Trust Company and the Registrant** Exhibit 4.5 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of [ ], 2022 between TMT Acquisition Corp, a Cayman Islands company with its principal executive offices at 500 Fifth Avenue, Suite 938, New York, NY 10110 (the “Company”) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, with offices at 6201 15th Avenue, Brooklyn, NY 11219 |
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| December 10, 2021 |
CORRESP 1 filename1.htm December 10, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Amendment No. 1 to Form S-1 Filed November 15, 2021 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman Islands company (t |
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| December 10, 2021 |
As filed with the U.S. Securities and Exchange Commission on December 10, 2021 As filed with the U.S. Securities and Exchange Commission on December 10, 2021 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incor |
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| November 15, 2021 |
CORRESP 1 filename1.htm November 15, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate and Construction 100 F Street, N.E. Washington, DC 20549 Attn: Stacie Gorman Pam Howell Re: TMT Acquisition Corp Form S-1 Filed September 29, 2021 File No. 333-259879 Dear Ms. Gorman: On behalf of TMT Acquisition Corp, a Cayman Islands company (the “Company”), we |
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| November 15, 2021 |
As filed with the U.S. Securities and Exchange Commission on November 15, 2021 S-1/A 1 forms-1.htm As filed with the U.S. Securities and Exchange Commission on November 15, 2021 Registration No. 333-259879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other j |
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| September 29, 2021 |
Promissory Note, dated as of August 20, 2021 issued to 2TM Holding LP* 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 |
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| September 29, 2021 |
Memorandum and Articles of Association* Exhibit 3.1 Dated 06 July 2021 Companies Act (Revised) Company Limited by Shares TMT Acquisition Corp memorandum of association 1 Companies Act (Revised) Company Limited by Shares Memorandum of Association of TMT Acquisition Corp 1 The name of the Company is TMT Acquisition Corp 2 The Company’s registered office will be situated at the office of Ogier Global (Cayman) Limited, 89 Nexus Way, Camana |
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| September 29, 2021 |
As filed with the U.S. Securities and Exchange Commission on September 29, 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 TMT Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporation or organization |
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| September 29, 2021 |
Securities Subscription Agreement, dated August 20, 2021, between the Registrant and 2TM Holding LP* Exhibit 10.5 TMT Acquisition Corp 500 Fifth Avenue Suite 938 New York, New York 10110 August 20, 2021 2TM Holding LP 500 Fifth Avenue Suite 938 New York, New York 10110 RE: Securities Subscription Agreement Ladies and Gentlemen: TMT Acquisition Corp, a Cayman Islands exempted company (the “Company”), is pleased to accept the offer 2TM Holding LP, a Delaware limited partnership, (the “Subscriber” o |
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| September 29, 2021 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by TMT Acquisition Corp 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 TMT Acquisition C |
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| September 29, 2021 |
Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by TMT Acquisition Corp 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 TMT Acquisition C |
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| September 29, 2021 |
Exhibit 99.5 Consent to be Named as a Director Nominee In connection with the filing by TMT Acquisition Corp 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 TMT Acquisition C |
