Announcement • Nov 30
Sandbridge X2 Expects NYSE Will File A Form 25 with the United States Securities and Exchange Commission to Delist the Company's Securities On November 29, 2022, Sandbridge X2 Corp. (Sandbridge or the Company) stockholders approved (i) an amendment to Sandbridges Amended and Restated Certificate of Incorporation (the Charter) (and the Charter, as amended, the Second Amended and Restated Certificate of Incorporation) and (ii) and an amendment to Sandbridges Investment Trust Management Agreement, dated March 9, 2021, by and between the Company and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as trustee (the Amendment to the Investment Trust Management Agreement) to allow Sandbridge to permit the Company to redeem all of its outstanding Class A common stock, par value $0.0001 per share (the Public Shares) on or prior to December 15, 2022. The Company filed the Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware on November 29, 2022. The Company expects that NYSE will file a Form 25 with the United States Securities and Exchange Commission (the SEC) to delist the Company's securities. The Company thereafter expects to file a Form 15 with the SEC to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended. Announcement • May 13
Sandbridge X2 Corp. announced that it expects to receive $1.5 million in funding from Sandbridge X2 Holdings LLC Sandbridge X2 Corp. announced that it has issued an unsecured promissory note for gross proceeds of $1,500,000 in a round of funding on May 11, 2022. The transaction will included participation from returning investor Sandbridge X2 Holdings LLC. The note does not bear any interest and is repayable in full upon consummation of the company’s initial business combination. If the Company does not complete a Business Combination, the note will not be repaid and all amounts owed under it will be forgiven except to the extent that the company has funds available to it outside of its trust account established in connection with its initial public offering. Upon the consummation of a Business Combination, the investor will have the option, but not the obligation, to convert up to the principal balance of the note into warrants, at a price of $1.50 per warrant. The terms of the warrants will be identical to the terms of the warrants issued by the Company to the investor issued in the transaction. The Note is subject to customary events of default, the occurrence of which automatically trigger the unpaid principal balance of the Note and all other sums payable with regard to the Note becoming immediately due and payable. The Note was issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.
On the same date, the company received $500,000 in its first tranche. Announcement • Jun 02
Sandbridge X2 Receives NYSE Notice Regarding Delayed Form 10-Q Filing Sandbridge X2 Corp. announced that it has received a notice from the New York Stock Exchange (the “NYSE”) indicating that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file the Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the “Q1 2021 Form 10-Q”) with the U.S. Securities and Exchange Commission (the “SEC”). The notice has no immediate effect on the listing or trading of the Company’s securities on the NYSE. The NYSE has informed the Company that it will have six months from May 24, 2021 to file the First Quarter 2021 Form 10-Q with the SEC and may regain compliance with the NYSE listing standards at any time prior to that date by filing its First Quarter 2021 Form 10-Q. If the Company does not file its First Quarter 2021 Form 10-Q before the compliance deadline, the NYSE may grant an additional six-month extension for the Company to regain compliance at its sole discretion. As previously disclosed in the Form 12b-25 filed by the Company on May 17, 2021, the Company reevaluated the accounting treatment of its warrants (the “Warrants”) following the issuance of the “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies” (the “SEC Statement”) by the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the SEC. The Company concluded, based on the SEC Statement, that the Warrants should be accounted for as a liability and measured at fair value with changes in fair value reported in the Company’s statement of operations each reporting period. The Company is in the process of completing its final analysis of this change and working diligently with its auditors in order to finalize the First Quarter 2021 Form 10-Q, which will be filed as soon as is practicable. 