false
0001838293
0001838293
2024-04-17
2024-04-17
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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 17, 2024
CATCHA INVESTMENT CORP
(Exact
name of registrant as specified in its charter)
Cayman Islands |
|
001-40061 |
|
98-1574476 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification
Number) |
3 Raffles Place #06-01, Bharat Building, Singapore |
|
048617 |
(Address
of principal executive offices) |
|
(Zip
Code) |
+65
6325-2788
Registrant’s
telephone number, including area code
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange
on which registered |
Class A Ordinary Shares, par value $0.0001 per share |
|
CHAA |
|
NYSE American LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On
April 17, 2024, Catcha Investment Corp (the “Company”) received a written notice (the “Notice”) from New York
Stock Exchange Regulation, Inc. indicating that the Company was not in compliance with NYSE American’s continued listing standards
because the Company did not timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “Form 10-K”),
which was due on April 16, 2024.
In
accordance with Section 1007 of the NYSE American Company Guide, the Company will have six months from April 16, 2024 (the “Initial
Cure Period”), to file the Form 10-K with the Securities and Exchange Commission (the “SEC”). If the Company fails
to file the Form 10-K during the Initial Cure Period, NYSE American LLC (the “Exchange”) may, in its sole discretion, provide
an additional six-month cure period (the “Additional Cure Period”). The Company can regain compliance with the Exchange’s
continued listing standards at any time during the Initial Cure Period or Additional Cure Period, as applicable, by filing the Form 10-K
and any subsequent delayed filings with the SEC.
Reference
is made to the Notification of Late Filing on Form 12b-25 filed by the Company with the SEC on April 2, 2024 (the “Form 12b-25”)
reporting that it required additional time to complete the Form 10-K. Although the Company has dedicated significant resources to the
completion of finalizing its financial statements and related disclosures for inclusion in the Form 10-K, the Company was
unable to file the Form 10-K prior to April 16, 2024, the extension period provided by the Form 12b-25. Additional time is needed by
the Company to complete its review of the financial statements included in the Form 10-K in order to ensure a complete, accurate Form
10-K. The Company intends to file the Form 10-K as soon as practicable and in any event within the above-referenced six-month period.
The
Notice has no immediate effect on the listing of the Company’s securities on the NYSE American. There can be no assurance, however,
that the Company will be able to regain compliance with the listing standards discussed above.
The
Company issued a press release announcing the foregoing, which press release is attached to this Current Report on Form 8-K as exhibit
99.1.
Item
7.01. Regulation FD Disclosure.
On
April 23, 2024, the Company issued a press release announcing its receipt of the Notice from the NYSE American. A copy of the press release
is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The
information in this Item 7.01, including Exhibit 99.1, is furnished and shall not be deemed “filed” for purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under
that section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of
1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on
Form 8-K will not be deemed an admission as to the materiality of any information of the information in this Item 7.01, including Exhibit
99.1.
Forward-Looking
Statements
The
press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Certain of these forward-looking statements
can be identified by the use of words such as “believes,” “expects,” “plans,” “estimates,”
“may,” “should,” “will,” seeks,” or other similar expressions. Such statements may include,
but are not limited to, statements regarding the Company’s ability to comply with SEC rules and the continued listing requirements
of the NYSE American . These statements are based on current expectations on the date of this press release and involve a number of risks
and uncertainties that may cause actual results to differ significantly. Such risks and uncertainties include, among others, the finalization
of the Company’s 2023 fiscal year end financial statements, the Company’s ability to continue as a going concern, and other
factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and the Quarterly Reports
on Form 10-Q for the quarters ended March 31, 2023, June 30, 2023, and September 30, 2023 filed with the SEC. For a description of such
risks and uncertainties, please refer to the Company’s filings with the SEC that are available at www.sec.gov. The Company undertakes
no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed with this Current Report on Form 8-K:
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Dated:
April 23, 2024
CATCHA
INVESTMENT CORP |
|
|
|
|
By: |
/s/
Patrick Grove |
|
Name: |
Patrick Grove |
|
Title: |
Chairman and Chief Executive Officer |
|
3
Exhibit
99.1
Catcha
Investment Corp Receives NYSE American Notice Regarding Late Form 10-K Filing
Singapore
– April 23, 2024 – Catcha Investment Corp (“Catcha” or the “Company”) (NYSE American: CHAA),
announced today that New York Stock Exchange Regulation, Inc., by letter dated April 17, 2024, notified the Company that it was not in
compliance with NYSE American’s continued listing standards (the “Notice”) because the Company did not timely file
its Form 10-K for the year ended December 31, 2023 (the “Form 10-K”), which was due on April 16, 2024.
In
accordance with Section 1007 of the NYSE American Company Guide, the Company will have six months from April 16, 2024 (the “Initial
Cure Period”), to file the Form 10-K with the Securities and Exchange Commission (the “SEC”). If the Company fails
to file the Form 10-K during the Initial Cure Period, NYSE American LLC (the “Exchange”) may, in its sole discretion, provide
an additional six-month cure period (the “Additional Cure Period”). The Company can regain compliance with the Exchange’s
continued listing standards at any time during the Initial Cure Period or Additional Cure Period, as applicable, by filing the Form 10-K
and any subsequent delayed filings with the SEC.
On
April 2, 2024, the Company filed a Notification of Late Filing on Form 12b-25 (the “Form 12b-25”), indicating that the filing
of its Form 10-K will be delayed. Although the Company has dedicated significant resources to the completion of finalizing its financial statements and related disclosures for inclusion in the Form 10-K, the Company was unable to file the Form 10-K prior to April
16, 2024, the extension period provided by the Form 12b-25. Additional time is needed by the Company to complete its review of the financial
statements included in the Form 10-K in order to ensure a complete, accurate Form 10-K. The Company intends to file the Form 10-K as
soon as practicable and in any event within the above-referenced six-month period.
About
Catcha Investment Corp
Catcha
Investment Corp is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase,
reorganization, or similar business combination with one or more businesses. While the Company may pursue an acquisition or a business
combination target in any business, industry, or geography, it intends to focus its search on a target with operations or prospective
operations in the technology, digital media, financial technology, or digital services sectors, which it refers to as the “new
economy sectors”, across Asia Pacific, in particular Southeast Asia and Australia.
Cautionary
Statement Regarding Forward-Looking Statements
This
press release contains statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Certain of these forward-looking statements
can be identified by the use of words such as “believes,” “expects,” “plans,” “estimates,”
“may,” “should,” “will,” seeks,” or other similar expressions. Such statements may include,
but are not limited to, statements regarding the Company’s ability to comply with SEC rules and the continued listing requirements
of the NYSE American. These statements are based on current expectations on the date of this press release and involve a number of risks
and uncertainties that may cause actual results to differ significantly. Such risks and uncertainties include, among others, the finalization
of the Company’s 2023 fiscal year end financial statements, the Company’s ability to continue as a going concern, and other
factors discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and the Quarterly Reports
on Form 10-Q for the quarters ended March 31, 2023, June 30, 2023, and September 30, 2023 filed with the SEC. For a description of such
risks and uncertainties, please refer to the Company’s filings with the SEC that are available at www.sec.gov. The Company undertakes
no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contacts
Catcha
Investment Corp
Wai
Kit Wong
Chief
Financial Officer
kit@catchagroup.com
v3.24.1.u1
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionISO 3166-1 alpha-2 country code.
+ References
+ Details
Name: |
dei_EntityAddressCountry |
Namespace Prefix: |
dei_ |
Data Type: |
dei:countryCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(b) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the Exchange on which a security is registered.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Section 14a -Number 240 -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
Catcha Investment (NYSE:CHAA)
Historical Stock Chart
From Apr 2024 to May 2024
Catcha Investment (NYSE:CHAA)
Historical Stock Chart
From May 2023 to May 2024