UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
In connection with the special meeting of the stockholders (the “Special Meeting”) of Atlantic Coastal Acquisition Corp. II, a Delaware Corporation (the “Company”), to extend the date by which the Company has to consummate a business combination (the “Extension”) from April 19, 2023 to October 19, 2023 (or later, pursuant to the terms of the Extension), the Company and Atlantic Coastal Acquisition Management II LLC (the “Sponsor”), will enter into a non-redemption agreement (the “Non-Redemption Agreement”) with one or more unaffiliated third party or parties, pursuant to which such third party or third parties will agree not to redeem Series A common stock of the Company (“Non-Redeemed Shares”) in connection with the Extension. In exchange for the foregoing commitments not to redeem such Series A common stock, the Sponsor has agreed to transfer Series B common stock of the Company held by the Sponsor to such third party or third parties immediately following consummation of an initial business combination if they continue to hold such Non-Redeemed Shares through the Special Meeting. The Non-Redemption Agreements will increase the amount of funds that remain in the Company’s trust account following the Extension Meeting.
The foregoing summary of the Non-Redemption Agreement does not purport to be complete and is qualified in its entirety by reference to the form of Non-Redemption Agreement filed herein as Exhibit 10.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 10.1 | Form of Non-Redemption Agreement | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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 5, 2023
| ATLANTIC COASTAL ACQUISITION CORP. II | ||
| By: | /s/ Shahraab Ahmad | |
| Shahraab Ahmad | ||
| Chief Executive Officer | ||