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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): October 3, 2024

 

METAL SKY STAR ACQUISITION CORPORATION

(Exact name of registrant as specified in its charter)

 

Cayman Islands   001-41344   N/A

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

 

221 River Street, 9th Floor,    
Hoboken, New Jersey   07030
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 201-721-8789

 

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 of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐ 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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. ☐

 

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 Ordinary Share, $0.001 par value, one redeemable warrant, and one right   MSSAU   The Nasdaq Stock Market LLC
Ordinary Shares, $0.001 par value   MSSA   The Nasdaq Stock Market LLC
Redeemable warrants, each warrant exercisable for one Ordinary Share at an exercise price of $11.50 per share   MSSAW   The Nasdaq Stock Market LLC
Rights to receive one-tenth (1/10th) of one Ordinary Share   MSSAR   The Nasdaq Stock Market LLC

 

 

 

 

 

 

Item 8.01 Other Events

 

As previously disclosed, Metal Sky Star Acquisition Corporation, a Cayman Islands business company, (“MSSA” or the “Company”), requested a hearing before the Nasdaq Hearings Panel (the “Panel”) to present its plan and requested an extension to evidence compliance with the periodic filing, minimum public shareholders, and business combination period requirements for continued listing on The Nasdaq Global Market (“Nasdaq”). The hearing was held on September 19, 2024.

 

By letter dated October 3, 2024, the Company was notified that the Panel had granted the Company’s request for continued listing on Nasdaq subject to the Company’s compliance with amendment of its articles of incorporation to extend the deadline by which it must complete a business combination by November 30, 2024.

 

On October 7, 2024, the Company received a letter from the Office of the General Counsel of The Nasdaq Stock Market LLC notifying the Company that it had regained compliance with the Nasdaq’s periodic filing requirement and the minimum public shareholders requirement. The Company will be subject to a mandatory panel monitor for a period of one (1) year from October 7, 2024. If within that one-year monitoring period, the Nasdaq Listing Qualifications staff (the “Staff”) finds the Company again out of compliance with the periodic filing rule that was the subject of the exception, the Company will not be permitted to provide the Staff with a plan of compliance with respect to that deficiency and Staff will not be permitted to grant additional time for the Company to regain compliance with respect to that deficiency, nor will the Company be afforded an applicable cure or compliance period pursuant to the Nasdaq Listing Rules 5810(c)(3). The Staff will issue a delist determination letter, and the Company will have an opportunity to request a new hearing with the initial Panel or a newly convened hearings panel if the initial Panel is unavailable. The Company’s securities may be at that time delisted from the Nasdaq.

 

 

 

 

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.

 

Dated: October 8, 2024 Metal Sky Star Acquisition Corporation
     
  By: /s/ Wenxi He
  Name: Wenxi He
  Title: Chief Executive Officer

 

 

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Cover
Oct. 03, 2024
Document Type 8-K
Amendment Flag false
Document Period End Date Oct. 03, 2024
Entity File Number 001-41344
Entity Registrant Name METAL SKY STAR ACQUISITION CORPORATION
Entity Central Index Key 0001882464
Entity Incorporation, State or Country Code E9
Entity Address, Address Line One 221 River Street
Entity Address, Address Line Two 9th Floor
Entity Address, City or Town Hoboken
Entity Address, State or Province NJ
Entity Address, Postal Zip Code 07030
City Area Code 201
Local Phone Number 721-8789
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Elected Not To Use the Extended Transition Period false
Units, each consisting of one Ordinary Share, $0.001 par value, one redeemable warrant, and one right  
Title of 12(b) Security Units, each consisting of one Ordinary Share, $0.001 par value, one redeemable warrant, and one right
Trading Symbol MSSAU
Security Exchange Name NASDAQ
Ordinary Shares, $0.001 par value  
Title of 12(b) Security Ordinary Shares, $0.001 par value
Trading Symbol MSSA
Security Exchange Name NASDAQ
Redeemable warrants, each warrant exercisable for one Ordinary Share at an exercise price of $11.50 per share  
Title of 12(b) Security Redeemable warrants, each warrant exercisable for one Ordinary Share at an exercise price of $11.50 per share
Trading Symbol MSSAW
Security Exchange Name NASDAQ
Rights to receive one-tenth (1/10th) of one Ordinary Share  
Title of 12(b) Security Rights to receive one-tenth (1/10th) of one Ordinary Share
Trading Symbol MSSAR
Security Exchange Name NASDAQ
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