Additional Proxy Soliciting Materials (definitive) (defa14a)
10 Enero 2023 - 5:17AM
Edgar (US Regulatory)
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):
January 9, 2023
GLOBAL PARTNER ACQUISITION CORP II
(Exact name of registrant as specified in its
charter)
| Cayman Islands |
|
001-39875 |
|
N/A |
(State or other jurisdiction of
incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
7 Rye Ridge Plaza Suite 350
Rye Brook, NY |
|
10573 |
| (Address of principal executive offices) |
|
(Zip Code) |
(917) 793 1965
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 |
| Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-sixth of one redeemable warrant |
|
GPACU |
|
The Nasdaq Stock Market LLCt |
| Class A Ordinary Shares included as part of the units |
|
GPAC |
|
The Nasdaq Stock Market LLC |
| Redeemable Warrants included as part of the units |
|
GPACW |
|
The Nasdaq Stock Market 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 8.01. Other Events.
On December 23, 2022, Global Partner Acquisition
Corp II (“Global Partner”) filed a definitive proxy statement (the “Extension Proxy Statement”)
for an extraordinary general meeting of its shareholders to be held on January 11, 2023 to consider and act upon a proposal to extend
the date (the “Termination Date”) by which Global Partner must complete an initial business combination to April 14,
2023 (the “Articles Extension Date”) and to allow Global Partner, without the need for another shareholder vote, to
elect to extend the Termination Date to consummate a business combination on a monthly basis, for up to nine times, by an additional one
month each time, after the Articles Extension Date, by resolution of Global Partner’s board of directors, if requested by Global
Partner Sponsor II LLC, a Delaware limited liability company. The Extension Proxy Statement was mailed to Global Partner shareholders
of record as of December 16, 2022. Shareholders may obtain a copy of the Extension Proxy Statement at the SEC’s website (www.sec.gov).
As set forth in the Extension Proxy Statement,
the deadline by which Global Partner public shareholders had to complete the procedures for electing to redeem their Class A ordinary
shares, par value $0.0001 per share (the “Ordinary Shares”), was 5:00 p.m., Eastern Time, on January 9, 2023 (“Redemption
Deadline”). The initial number of Ordinary Shares tendered for redemption prior to the Redemption Deadline was 26,742,915. The
deadline for shareholders to withdraw previously submitted redemption requests is Wednesday, January 11, 2023, prior to 10:00 a.m., Eastern
Time, subject to approval by the board of directors of Global Partner.
Shareholders may make such request by contacting our transfer agent,
Continental Stock Transfer & Trust Company, at One State Street, 30th Floor, New York, New York 10004, Attn: Mark Zimkind (e-mail:mzimkind@continentalstock.com).
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: January 10, 2023
| |
GLOBAL PARTNER ACQUISITION CORP II |
| |
|
| |
By: |
/s/ Paul J. Zepf |
| |
Name: |
Paul J. Zepf |
| |
Title: |
Chief Executive Officer |
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