Current Report Filing (8-k)
August 18 2022 - 4:25PM
Edgar (US Regulatory)
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2022-08-16
2022-08-16
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2022-08-16
2022-08-16
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2022-08-16
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RAM:RedeemableWarrantsEachWarrantExercisableForOneClassOrdinaryShareEachAtExercisePriceOf11.50PerShareMember
2022-08-16
2022-08-16
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
August 18, 2022 (August 16, 2022)
ARIES I ACQUISITION CORPORATION
(Exact name of registrant as specified in its charter)
| Cayman Islands |
|
001-40421 |
|
98-1578649 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
23 Lime Tree Bay, P.O. Box 1569
Grand
Cayman, Cayman Islands
KY-1110
(Address of principal executive offices, including
zip code)
Registrant’s
telephone number, including area code: (630) 386-5288
Not
Applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange on which
registered |
| Units, each consisting of one share of Class A ordinary share and one-half of one redeemable warrant |
|
RAMMU |
|
The Nasdaq Stock Market LLC |
| |
|
|
|
|
| Class A ordinary shares, par value $0.0001 per share |
|
RAM |
|
The Nasdaq Stock Market LLC |
| |
|
|
|
|
| Redeemable warrants, each warrant exercisable for one Class A ordinary share, each at an exercise price of $11.50 per share |
|
RAMMW |
|
The Nasdaq Stock Market LLC |
Check the appropriate box
below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
| ¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 8.01. Other Events
On August 16, 2022, Aries I Acquisition
Corporation, a Cayman Islands exempted company (the “Company”), notified the trustee of the Company’s trust
account (the “Trust Account”) that it was extending the time available to the Company to consummate its initial business
combination from August 21, 2022 to September 21, 2022 (the “Extension”). The Extension provides Aries with additional
time to complete its proposed business combination with Infinite Assets, Inc., a Web3 and Metaverse infrastructure company that
enables brands and creators to create, monetize, and drive consumer engagement with digital content. The Extension is the first of
up to twelve (12) one-month extensions permitted under the Company’s governing documents.
Pursuant to the terms of the Company’s trust
agreement, on August 17, 2022, in connection with the Extension, the Company’s sponsor, Aries Acquisition Partners, Ltd., deposited
an aggregate of $80,362.03 (the “First Extension Payment”) into the Trust Account, on behalf of the Company. This deposit
was made in respect of a non-interest bearing loan to the Company (the “Loan”). If the Company completes a business combination
by September 21, 2022 (or by October 21, 2022, or by the 21st day of each of the immediately succeeding ten (10) calendar months,
to the extent that, prior to each such date, the Company exercises an additional one-month extension to extend the time to complete a
business combination), the Company will repay the Loan out of the proceeds of the Trust Account released to the Company. If the Company
does not complete its initial business combination by September 21, 2022 (or by October 21, 2022, or by the 21st day of each
of the immediately succeeding ten (10) calendar months, to the extent that, prior to each such date, the Company exercises an additional
one-month extension to extend the time to complete a business combination), the Company will only repay the Loan from funds held outside
of the Trust Account.
On August 18, 2022, Aries issued a press release,
a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing the Extension. A copy of the press release
is filed as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits.
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| |
Aries I Acquisition Corporation |
| |
|
|
| |
By: |
/s/ Paul Wolfe |
| |
Name: |
Paul Wolfe |
| |
Title: |
Chief Operating Officer |
| Date: August 18, 2022 |
|
|
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