Grundlæggende statistik
CIK | 1843248 |
SEC Filings
SEC Filings (Chronological Order)
November 14, 2024 |
GSDI / Global System Dynamics, Inc. / Walleye Capital LLC Passive Investment SC 13G/A 1 sc13gano1gsdi.htm SC 13G/A 1 ef20035629sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Global System Dynamics, Inc. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 37653T108 (CUSIP Number) September 30, 2024 (Date of Event |
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February 22, 2024 |
GS / The Goldman Sachs Group, Inc. / Shaolin Capital Management LLC Passive Investment SC 13G/A 1 shaolingsd123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Global System Dynamics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this State |
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February 14, 2024 |
Gladstone Acquisition Corp. / Atlas Merchant Capital LLC - AMENDMENT NO. 1 Passive Investment SC 13G/A 1 eh24044808013ga1-gsd.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Global System Dynamics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2023 (Date of Event which Requires Fi |
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February 14, 2024 |
Gladstone Acquisition Corp. / Lighthouse Investment Partners, LLC Passive Investment SC 13G/A 1 lighthouse-gsd123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Global System Dynamics, Inc. (Name of Issuer) Shares of Class A common stock included as part of the units (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filin |
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February 14, 2024 |
Gladstone Acquisition Corp. / Walleye Capital LLC - SC 13G Passive Investment SC 13G 1 ef20020235sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Global System Dynamics, Inc. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statem |
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February 9, 2024 |
Gladstone Acquisition Corp. / PERISCOPE CAPITAL INC. - SC 13G/A Passive Investment SC 13G/A 1 d749638dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Global System Dynamics Inc (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) C |
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February 8, 2024 |
Gladstone Acquisition Corp. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Global System Dynamics, Inc. (formerly known as Gladstone Acquisition Corp) (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2023 (Date of Event |
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January 26, 2024 |
Gladstone Acquisition Corp. / Yakira Capital Management, Inc. - 13G Passive Investment SC 13G/A 1 eps11108gsd.htm 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Global System Dynamics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; |
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January 24, 2024 |
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): January 22, 2024 GLOBAL SYSTEM DYNAMICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction (Commission (IRS Employ |
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January 11, 2024 |
Global System Dynamics, Inc. Receives Notice of Non-Compliance with Nasdaq’s Listing Rule 5620(a) EXHIBIT 99.1 Global System Dynamics, Inc. Receives Notice of Non-Compliance with Nasdaq’s Listing Rule 5620(a) HOUSTON, TX, January 10, 2024 – Today, Global System Dynamics, Inc. (“GSD,” the “Company”) announced that it received notification from The Nasdaq Stock Market LLC (“Nasdaq”) that it is not in compliance with the Nasdaq’s annual shareholder meeting requirement, pursuant to Nasdaq Listing |
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January 11, 2024 |
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): January 5, 2024 GLOBAL SYSTEM DYNAMICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction (Commission (IRS Employe |
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January 8, 2024 |
Global Systems Dynamics, Inc.’s Provides Update on Nasdaq Compliance Status and Process EXHIBIT 99.1 Global Systems Dynamics, Inc.’s Provides Update on Nasdaq Compliance Status and Process HOUSTON, January 3, 2024 - Global System Dynamics, Inc. (Nasdaq: GSD, GSDWW, GSDWU) (“GSD” or the “Company”) today provided an update regarding the status of its compliance with Nasdaq’s continued listed standards and anticipated next steps to maintain its listing on The Nasdaq Capital Market (“Nas |
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January 8, 2024 |
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): January 2, 2024 GLOBAL SYSTEM DYNAMICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of Incorporation) (Commi |
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November 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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November 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00 |
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November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the Transition Period Ended: n/a Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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October 30, 2023 |
Letter from Marcum LLP, dated October 30, 2023 to the Securities and Exchange Commission. EXHIBIT 16.1 October 30, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Global System Dynamics, Inc. under Item 4.01(a) of its Form 8-K dated October 24, 2023. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Global System Dyna |
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October 30, 2023 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 24, 2023 GLOBAL SYSTEM DYNAMICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of Incorporation) (Comm |
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October 10, 2023 |
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 4, 2023 GLOBAL SYSTEM DYNAMICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of Incorporation) (Commi |
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October 10, 2023 |
Global System Dynamics, Inc Receives Notice of Non-compliance with NASDAQ’s Listing Rule 5550(b)(2) EXHIBIT 99.1 Global System Dynamics, Inc Receives Notice of Non-compliance with NASDAQ’s Listing Rule 5550(b)(2) HOUSTON, Oct. 10, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”), announced that it has received written notification from the listing qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”) on October 4, 2023 indicating that the Compa |
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August 30, 2023 |
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): August 23, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Num |
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August 17, 2023 |
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): August 11, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Num |
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August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 001-40707 NOTIFICATION OF LATE FILING CUSIP NUMBER 37653T108 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report o |
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August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40707 Global Sy |
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August 9, 2023 |
AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLOBAL SYSTEM DYNAMICS, INC. |
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August 9, 2023 |
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): August 7, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Numb |
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August 9, 2023 |
Global System Dynamics, Inc. Announces Sponsor Funding of Additional One-Month Extension to Complete its Initial Business Combination HOUSTON, August 9, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”) today announced that its sponsor, DarkPulse, Inc. (the “Sponsor”), has deposited an aggregate of $29,816.63 (representing approximately an additional $0.06 |
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August 9, 2023 |
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): August 9, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Numb |
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August 9, 2023 |
Promissory Note, dated August 9, 2023 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). |
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August 9, 2023 |
AMENDMENT No. 1 TO BUSINESS COMBINATION AGREEMENT AMENDMENT No. 1 TO BUSINESS COMBINATION AGREEMENT This Amendment No. 1 (this “Amendment”) to the Business Combination Agreement dated August 8, 2023, by, between, and among by, between, and among DarkPulse, Inc., a Delaware corporation (the “Company” or the “Sponsor”), Global System Dynamics, Inc., a Delaware corporation (“GSD”), and Zilla Acquisition Corp., a Delaware corporation and a wholly own |
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July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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July 7, 2023 |
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): July 7, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Number |
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July 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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July 7, 2023 |
Promissory Note, dated July 7, 2023 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). |
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July 7, 2023 |
Global System Dynamics, Inc. Announces Sponsor Funding of Additional One-Month Extension to Complete its Initial Business Combination HOUSTON, July 7, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”) today announced that its sponsor, DarkPulse, Inc. (the “Sponsor”), has deposited an aggregate of $83,947 (representing approximately an additional $0.0625 pe |
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June 9, 2023 |
THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). |
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June 9, 2023 |
Global System Dynamics, Inc. Announces Sponsor Funding of Additional One-Month Extension to Complete its Initial Business Combination HOUSTON, June 9, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”) today announced that its sponsor, DarkPulse, Inc. (the “Sponsor”), has deposited an aggregate of $83,947 (representing approximately an additional $0.0625 pe |
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June 9, 2023 |
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): June 9, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Number |
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June 8, 2023 |
Gladstone Acquisition Corp. / Atlas Merchant Capital LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Global System Dynamics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37653T108 (CUSIP Number) February 1, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to d |
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May 30, 2023 |
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): May 30, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Number |
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May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-40707 GLOBAL SYSTEM DYNAMICS, |
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May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 001-40707 NOTIFICATION OF LATE FILING CUSIP NUMBER 37653T108 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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May 8, 2023 |
Promissory Note, dated May 5, 2023 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). |
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May 8, 2023 |
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): May 5, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Number) |
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May 8, 2023 |
Global System Dynamics, Inc. Announces Sponsor Funding of Additional One-Month Extension to Complete its Initial Business Combination HOUSTON, May 5, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”) today announced that its sponsor, DarkPulse, Inc. (the “Sponsor”), has deposited an aggregate of $83,947 (representing approximately an additional $0.0625 per |
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April 25, 2023 |
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): April 24, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Numb |
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April 13, 2023 |
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): April 5, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Numbe |
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April 11, 2023 |
Global System Dynamics, Inc. Announces Sponsor Funding of Additional One-Month Extension to Complete its Initial Business Combination HOUSTON, April 10, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”) today announced that its sponsor, DarkPulse, Inc. (the “Sponsor”), has deposited an aggregate of $83,947 (representing approximately an additional $0.0625 |
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April 11, 2023 |
Promissory Note, dated April 7, 2023 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). |
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April 11, 2023 |
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): April 7, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Numbe |
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March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 001-40707 NOTIFICATION OF LATE FILING CUSIP NUMBER 37653T108 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Repo |
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March 9, 2023 |
Global System Dynamics, Inc. Announces Sponsor Funding of Additional One-Month Extension to Complete its Initial Business Combination HOUSTON, March 9, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”) today announced that its sponsor, DarkPulse, Inc. (the “Sponsor”), has deposited an aggregate of $83,947 (representing approximately an additional $0.0625 p |
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March 9, 2023 |
Promissory Note, dated March 9, 2023 EX-4.1 2 ex41.htm THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COM |
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March 9, 2023 |
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): March 9, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Numbe |
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February 14, 2023 |
US37653T1088 / Gladstone Acquisition Corp. / Shaolin Capital Management LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Global System Dynamics, Inc. (Name of Issuer) Class A common stock, $0.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t |
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February 14, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 14, 2023 As filed with the U.S. Securities and Exchange Commission on February 14, 2023 Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GLOBAL SYSTEM DYNAMICS, INC. (formerly known as Gladstone Acquisition Corporation) (Exact name of registrant as specified in its charter) Delaware 6770 (State or other |
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February 14, 2023 |
GLEEU / Gladstone Acquisition Corp. Unit / Lighthouse Investment Partners, LLC Passive Investment SC 13G/A 1 lighthouse-gleeu123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gladstone Acquisition Corporation (Name of Issuer) Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-half of one redeemable warrant (Title of Class of Securities) 37653T207 (CU |
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February 14, 2023 |
US37653T1088 / Gladstone Acquisition Corp. / Lighthouse Investment Partners, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 14, 2023 |
Calculation of Filing Fee Tables Form S-4 (Form Type) GLOBAL SYSTEM DYNAMICS, INC. |
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February 13, 2023 |
US37653T1088 / Gladstone Acquisition Corp. / PERISCOPE CAPITAL INC. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Global System Dynamics Inc (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to de |
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February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Global System Dynamics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0702 (Name, Address |
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February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Global System Dynamics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) NICHOLAS SABATINI, CFO & CCO; 1555 POST ROAD EAST, SUITE 202, WESTPORT, CT 06880; (203) 341-0702 (Name, Address a |
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February 10, 2023 |
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): February 7, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Nu |
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February 10, 2023 |
Promissory Note, dated February 7, 2023 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). |
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February 10, 2023 |
Global System Dynamics, Inc. Announces Sponsor Funding of Additional One-Month Extension to Complete its Initial Business Combination HOUSTON, Feb. 10, 2023 (GLOBE NEWSWIRE) - Global System Dynamics, Inc. (Nasdaq: GSD) (“GSD” or the “Company”) today announced that its sponsor, DarkPulse, Inc. (the “Sponsor”), has deposited an aggregate of $83,947.13 (representing approximately an additional $0.062 |
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February 10, 2023 |
US37653T1088 / Gladstone Acquisition Corp. / Weiss Asset Management LP Passive Investment 2.07% CUSIP NO. 37653T108 SCHEDULE 13G/A PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Global System Dynamics, Inc. (Formerly Known As GLADSTONE ACQUISITION CORPORATION) - (Name of Issuer) Class A co |
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January 31, 2023 |
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): January 31, 2023 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Nu |
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January 31, 2023 |
EX-3.1 5 ex31.htm AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLOBAL SYSTEM DYNAMICS, INC. Pursuant to Section 242 of the Delaware General Corporation Law GLOBAL SYSTEM DYNAMICS, INC. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Global System Dynamics, I |
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January 12, 2023 |
DEF 14A 1 gsddef14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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January 6, 2023 |
GLOBAL SYSTEM DYNAMICS, INC. 815 Walker Street Suite 1155 Houston, TX GLOBAL SYSTEM DYNAMICS, INC. 815 Walker Street Suite 1155 Houston, TX 77002 January 6, 2023 Via EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Mailstop 3561 Washington D.C., 20549-7010 Attention: Melanie Singh Re: Global System Dynamics, Inc. Preliminary Proxy Statement on Schedule 14A Filed December 30, 2022 File No. 001-40707 Dear Ms. Singh: I write on behalf of Global |
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December 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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December 15, 2022 |
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): December 14, 2022 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File N |
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December 15, 2022 |
BUSINESS COMBINATION AGREEMENT By, Between, and Among GLOBAL SYSTEM DYNAMICS, INC. |
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December 15, 2022 |
EX-99.1 3 ex991.htm Emerging Smart Cities Technology Company, DarkPulse, Inc., to List on NASDAQ Exchange via a Business Combination with Global System Dynamics, Inc. HOUSTON, Texas, Dec. 15, 2022 (GLOBE NEWSWIRE) – DarkPulse, Inc. (OTC: DPLS) (“DarkPulse” or the “Company”), an emerging company which utilizes advanced technologies, including their patented dark-pulse BOTDA laser-based critical inf |
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December 8, 2022 |
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): December 2, 2022 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Nu |
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November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40707 Globa |
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November 3, 2022 |
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): November 2, 2022 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Nu |
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November 3, 2022 |
Exhibit 99.1 Global System Dynamics, Inc. Announces Sponsor Funding of Initial Three-Month Extension to Complete its Initial Business Combination Houston, TX, November 3, 2022 ? Global System Dynamics, Inc. (Nasdaq: GSD) (?GSD? or the ?Company?) today announced that its sponsor, DarkPulse, Inc. (the ?Sponsor?), has deposited an aggregate of $1,150,000 (representing approximately an additional $0.1 |
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November 3, 2022 |
Promissory Note, dated November 2, 2022 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). |
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October 24, 2022 |
EX-99.1 2 dplsex9901.htm JOINT FILING AGREEMENT Exhibit 99.1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of Common Stock of Global System Dynamics, Inc. Dated: October 24, 20 |
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October 24, 2022 |
US37653T1088 / Gladstone Acquisition Corp. / DarkPulse, Inc. - SCHEULE 13-D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Global System Dynamics, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37653T108 (CUSIP Number) Dennis O’Leary 815 Walker Street Suite 1155 Houston, TX 77002 (800) 436-1436 (Name, Address and Telephon |
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October 13, 2022 |
State of Delaware Secretary of State Division of Corporations Delivered 09:41 AM 10/12/2022 FILED 09:41 AM 10/12/2022 SR 20223750936 - File Number 4734754 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLADSTONE ACQUISITION CORPORATION Gladstone Acquisition Corporation, a corporation organized and existing under the General Corporation Law of the State of Delaware |
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October 13, 2022 |
Purchase Agreement, dated October 12, 2022 Execution Version PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”) is made and entered into effectively as of October 12, 2022 (the “Effective Date”), by and among Darkpulse, Inc. |
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October 13, 2022 |
INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of October 12, 2022, by and between Global Systems Dynamic, Inc. |
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October 13, 2022 |
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 12, 2022 Global System Dynamics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incorporation) (Commission File Nu |
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October 13, 2022 |
Amended and Restated Bylaws, dated October 12, 2022 AMENDED AND RESTATED BYLAWS OF GLOBAL SYSTEM DYNAMICS, INC. (A DELAWARE CORPORATION) TABLE OF CONTENTS ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meeting 1 Section 6. Special Meetings 3 Section 7. Notice of Meetings 4 Secti |
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October 13, 2022 |
Support Agreement, dated October 12, 2022 Global System Dynamics Inc October 12, 2022 Darkpulse, Inc. 815 Walker Street, Suite 114 Houston, Texas 77002 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Global System Dynamics Inc (the “Company”) and Darkpulse, Inc. (“Darkpulse”), dated as of the date hereof, will confirm our agreement that, commencing on the date Gladstone Sponsor, LLC ("Sponso |
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October 13, 2022 |
US37653T1088 / Gladstone Acquisition Corp. / Gladstone Sponsor, LLC - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gladstone Acquisition Corporation (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37653T108 (CUSIP Number) October 12, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40707 Gladstone |
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May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40707 Gladstone |
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March 29, 2022 |
EX-4.1 3 glee-ex41.htm EX-4.1 Exhibit 4.1 UNITS NUMBER U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 37653T 207 GLADSTONE ACQUISITION CORPORATION UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK, AND ONE-HALF OF ONE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) sha |
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March 29, 2022 |
Exhibit 4.2 SHARES NUMBER C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 37653T 108 GLADSTONE ACQUISITION CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK, PAR VALUE OF $0.0001 (THE ?COMMON STOCK?), OF GLADSTONE ACQUISITION CORPORATION (THE ?COMPANY?) transferable on |
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March 29, 2022 |
Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [], 2021, by and between Gladstone Acquisition Corporation, a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequat |
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March 29, 2022 |
Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW GLADSTONE ACQUISITION CORPORATION Incorporated Under the Laws of the State of Delaware CUSIP 37653T 116 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, i |
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March 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40707 Gladstone Acqui |
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March 29, 2022 |
Exhibit 4.5 GLADSTONE ACQUISITION CORPORATION DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of Gladstone Acquisition Corporation (the ?Company?) is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our amended and restated certificate of incorporation incorporated by refer |
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March 29, 2022 |
Exhibit 3.2 BYLAWS OF GLADSTONE ACQUISITION CORPORATION (A DELAWARE CORPORATION) TABLE OF CONTENTS ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS? MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meeting 1 Section 6. Special Meetings 2 Section 7. Notice of Meetings 3 Section 8 |
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February 14, 2022 |
GLEEU / Gladstone Acquisition Corp. Unit / Lighthouse Investment Partners, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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February 14, 2022 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Gladstone Acquisition Corp (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check t |
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February 14, 2022 |
SC 13G 1 d295173dsc13g.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Gladstone Acquisition Corp (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) C |
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February 14, 2022 |
Exhibit 99.1 CUSIP No. 37653T108 13G AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Common Stock of Gladstone Acquisition Corporation. Dated: February 14, 2022 Gladstone Spon |
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February 14, 2022 |
US37653T1088 / Gladstone Acquisition Corp. / Gladstone Sponsor, LLC - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Gladstone Acquisition Corporation (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37653T108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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February 11, 2022 |
SC 13G 1 gleeu.htm SC 13G GLEEU UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Gladstone Acquisition Corp (Name of Issuer) Units (Title of Class of Securities) 37653T207 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the r |
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January 28, 2022 |
GLEEU / Gladstone Acquisition Corp. Unit / Weiss Asset Management LP Passive Investment SC 13G/A 1 glee13ga31dec2021.htm CUSIP NO. 37653T207 SCHEDULE 13G/A PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* GLADSTONE ACQUISITION CORPORATION - (Name of Issuer) Class A common stock, $0.0001 pa |
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January 10, 2022 |
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 10, 2022 (January 8, 2022) GLADSTONE ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of inc |
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November 15, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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October 15, 2021 |
SC 13G 1 formsc13g.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Gladstone Acquisition Corp (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 37653T207 (CUSIP Number) October 5, 2021 (Date of Event which Requires Filing of this Statement) Check the appropri |
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September 27, 2021 |
Exhibit 99.1 Gladstone Acquisition Corp. Announces the Separate Trading of its Shares of Class A Common Stock and Warrants, Commencing September 27, 2021 Mclean, VA / September 24, 2021 Gladstone Acquisition Corporation (Nasdaq: GLEEU) (the ?Company?) announced that, commencing September 27, 2021, holders of the Company?s units (the ?Units?) that were issued in the Company?s initial public offerin |
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September 27, 2021 |
Financial Statements and Exhibits, Other Events 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): September 27, 2021 (September 24, 2021) GLADSTONE ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction o |
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September 23, 2021 |
GLEEU / Gladstone Acquisition Corp. Unit / Weiss Asset Management LP Passive Investment SC 13G 1 gleeu13g14september2021.htm =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* GLADSTONE ACQUISITION CORPORATION - (Name of Issuer) Units - (Title of Class of Securities) 37653T207 - (CUSIP Number) September 14, 2021 - |
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September 17, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00 |
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August 19, 2021 |
Exhibit 99.1 GLADSTONE ACQUISITION CORP BALANCE SHEET AUGUST 9, 2021 August 9, 2021 Pro Forma Adjustments As Adjusted (unaudited) (unaudited) Assets: Cash $ 2,023,122 $ ? $ 2,023,122 Prepaid expenses 424,615 ? 424,615 Total Current Assets 2,447,737 ? 2,447,737 Prepaid expenses, non-current portion 196,721 ? 196,721 Cash held in trust account 102,000,000 4,924,800 (a ) 107,023,296 98,496 (c ) Total |
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August 19, 2021 |
Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events 8-K 1 d130153d8k.htm 8-K 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): August 19, 2021 (August 18, 2021) GLADSTONE ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or o |
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August 13, 2021 |
Exhibit 99.1 GLADSTONE ACQUISITION CORPORATION INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of August 9, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Gladstone Acquisition Corporation Opinion on the Financial Statement We have audi |
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August 13, 2021 |
Financial Statements and Exhibits, Other Events 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): August 13, 2021 (August 9, 2021) GLADSTONE ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incor |
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August 10, 2021 |
EX-3.1 3 d204609dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLADSTONE ACQUISITION CORPORATION August 4, 2021 Gladstone Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Gladstone Acquisition Corporation” The original certi |
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August 10, 2021 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT THIS INVESTMENT MANAGEMENT TRUST AGREEMENT (this ?Agreement?) is made effective as of August 4, 2021, by and between GLADSTONE ACQUISITION CORPORATION, a Delaware corporation (the ?Company?), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 3 |
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August 10, 2021 |
Exhibit 10.5 August 4, 2021 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Gladstone Acquisition Corporation, a Delaware corporation (the ?C |
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August 10, 2021 |
EX-4.1 4 d204609dex41.htm EX-4.1 Exhibit 4.1 WARRANT AGREEMENT This agreement (“Agreement”) is made as of August 4, 2021 between Gladstone Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged |
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August 10, 2021 |
Exhibit 10.1 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of August 4, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between GLADSTONE ACQUISITION CORP., a Delaware corporation (the ?Company?), and GLADSTONE ACQUISITION, LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS: T |
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August 10, 2021 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of August 4, 2021, is made and entered into by and among GLADSTONE ACQUISITION CORPORATION, a Delaware corporation (the ?Company?), GLADSTONE SPONSOR, LLC, a Delaware limited liability company (the ?Sponsor?), EF HUTTON, DIVISION OF BENCHMARK INVESTMENTS, LLC (?EF Hutton?) and the undersigned |
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August 10, 2021 |
EX-10.6 10 d204609dex106.htm EX-10.6 Exhibit 10.6 Gladstone Acquisition Corp. 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 August 4, 2021 Gladstone Sponsor, LLC 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Gladstone Acquisition Corp. (the “Company”) and Gladstone Sponsor, LLC (“Gla |
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August 10, 2021 |
Underwriting Agreement between the Company and EF Hutton Exhibit 1.1 GLADSTONE ACQUISITION CORPORATION UNDERWRITING AGREEMENT New York, New York August 4, 2021 EF Hutton, division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New York, NY 10022 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Gladstone Acquisition Corporation, a Delaware corporation (the ?Company?), hereby confirms its agreement with |
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August 10, 2021 |
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): August 10, 2021 (August 4, 2021) GLADSTONE ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-40707 86-1458374 (State or other jurisdiction of incor |
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August 10, 2021 |
Exhibit 10.2 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 August 4, 2021 EF Hutton, division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New York, NY 10022 RE: Representative Shares Subscription Agreement Ladies and Gentlemen: This agreement (the ?Agreement?) is entered into on August 4, 2021 by and EF Hutton, division of Benchmark Inve |
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August 6, 2021 |
$100,000,000 Gladstone Acquisition Corporation 10,000,000 Units Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-252916 PROSPECTUS $100,000,000 Gladstone Acquisition Corporation 10,000,000 Units Gladstone Acquisition Corporation is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more bu |
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August 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 GLADSTONE ACQUISITION CORPORATION (Exact Name Of Registrant As Specified In Its Charter) Delaware 86-1458374 (State or other jurisdiction of incorporation or organization) (J. |
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August 2, 2021 |
EF HUTTON division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New York, NY 10022 CORRESP 1 filename1.htm EF HUTTON division of Benchmark Investments, LLC 590 Madison Avenue, 39th Floor New York, NY 10022 August 2, 2021 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Gladstone Acquisition Corporation Registration Statement on Form S-1, as amended Filed February 9, 2021 File No. 333-252916 Ladies and Gentlemen: Pursuant to Rule 461 |
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August 2, 2021 |
Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 August 2, 2021 VIA EDGAR U. |
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July 16, 2021 |
Form of Registration Rights Agreement between the Registrant and certain security holders EX-10.4 8 d63539dex104.htm EX-10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], is made and entered into by and among GLADSTONE ACQUISITION CORPORATION, a Delaware corporation (the “Company”), GLADSTONE SPONSOR, LLC, a Delaware limited liability company (the “Sponsor”), EF HUTTON, DIVISION OF BENCHMARK INVESTMENTS, INC. (“EF Hut |
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July 16, 2021 |
Form of Amended and Restated Certificate of Incorporation EX-3.2 3 d63539dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLADSTONE ACQUISITION CORPORATION [ ], 2021 Gladstone Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Gladstone Acquisition Corporation” The original certificate |
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July 16, 2021 |
Form of Letter Agreement among the Registrant and our officers, directors and Gladstone Sponsor, LLC EX-10.1 6 d63539dex101.htm EX-10.1 Exhibit 10.1 [], 2021 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Gladstone Acquisition Corporation, a |
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July 16, 2021 |
EX-4.3 4 d63539dex43.htm EX-4.3 Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW GLADSTONE ACQUISITION CORPORATION Incorporated Under the Laws of the State of Delaware CUSIP 37653T 116 Warrant Certificate This Warrant Certificate certifies |
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July 16, 2021 |
Form of Underwriting Agreement EX-1.1 2 d63539dex11.htm EX-1.1 Exhibit 1.1 GLADSTONE ACQUISITION CORPORATION UNDERWRITING AGREEMENT New York, New York [●], 2021 EF Hutton, division of Benchmark Investments, Inc. 17 Battery Place, Suite 625 New York, NY 10004 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), hereby con |
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July 16, 2021 |
EX-10.3 7 d63539dex103.htm EX-10.3 Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [], 2021, by and between Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration stat |
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July 16, 2021 |
As filed with the U.S. Securities and Exchange Commission on July 15, 2021 Table of Contents As filed with the U.S. Securities and Exchange Commission on July 15, 2021 Registration No. 333-252916 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Gladstone Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 86-1458374 (State or |
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July 16, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant EX-4.4 5 d63539dex44.htm EX-4.4 Exhibit 4.4 WARRANT AGREEMENT This agreement (“Agreement”) is made as of [•], 2021 between Gladstone Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a limited purpose trust company, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”). WHEREAS, the Company is engaged in a p |
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July 16, 2021 |
EX-10.9 9 d63539dex109.htm EX-10.9 Exhibit 10.9 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 , 2021 EF Hutton, division of Benchmark Investments, Inc. 17 Battery Place, Suite 625 New York, NY 10004 RE: Representative Shares Subscription Agreement Ladies and Gentlemen: This agreement (the “Agreement”) is entered into on , 2021 by and between EF Hutton, d |
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March 22, 2021 |
S-1/A 1 d63539ds1a.htm S-1/A Table of Contents As filed with the U.S. Securities and Exchange Commission on March 22, 2021 Registration No. 333-252916 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Gladstone Acquisition Corporation (Exact name of registrant as specified in its charter) Dela |
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March 22, 2021 |
Exhibit 10.9 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 , 2021 Kingswood Capital Markets, division of Benchmark Investments, Inc. 17 Battery Place, Suite 625 New York, NY 10004 RE: Representative Shares Subscription Agreement Ladies and Gentlemen: This agreement (the ?Agreement?) is entered into on , 2021 by and between Kingswood Capital Markets, divi |
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March 22, 2021 |
Form of Underwriting Agreement Exhibit 1.1 GLADSTONE ACQUISITION CORPORATION UNDERWRITING AGREEMENT New York, New York [●], 2021 Kingswood Capital Markets, division of Benchmark Investments, Inc. 17 Battery Place, Suite 625 New York, NY 10004 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), hereby confirms its agreem |
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March 22, 2021 |
Form of Registration Rights Agreement between the Registrant and certain security holders EX-10.4 3 d63539dex104.htm EX-10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], is made and entered into by and among GLADSTONE ACQUISITION CORPORATION, a Delaware corporation (the “Company”), GLADSTONE SPONSOR, LLC, a Delaware limited liability company (the “Sponsor”), KINGSWOOD CAPITAL MARKETS, DIVISION OF BENCHMARK INVESTMENT |
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March 18, 2021 |
CORRESP 1 filename1.htm Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 March 18, 2021 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Gladstone Acquisition Corporation Registration Statement on Form S-1, as amended Filed February 9, 2021 File No. 333-252916 Ladies and Gentlemen: Please withdraw each of the r |
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March 16, 2021 |
Kingswood Capital Markets, division of Benchmark Investments, Inc. 17 Battery Place, Suite 625 New York, NY 10004 March 16, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, D.C. 20549 Re: Gladstone Acquisition Corporation (the ?Company?) Registration Statement on Form S-1 Filed February 9, 2021 File No. 333-252916 (the ?Registrati |
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March 16, 2021 |
Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 March 16, 2021 VIA EDGAR U. |
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March 11, 2021 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [], 2021, by and between Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, File No. 333-252 |
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March 11, 2021 |
Form of Audit Committee Charter Exhibit 99.1 GLADSTONE ACQUISITION CORPORATION AUDIT COMMITTEE CHARTER I. Purpose The Audit Committee (the ?Committee?) of the Board of Directors (the ?Board?) of Gladstone Acquisition Corporation, a Delaware corporation (the ?Company?), shall provide assistance to the Board in fulfilling its legal and fiduciary obligations to oversee: (a) the integrity of the financial statements and other financ |
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March 11, 2021 |
Form of Underwriting Agreement Exhibit 1.1 GLADSTONE ACQUISITION CORPORATION UNDERWRITING AGREEMENT New York, New York [●], 2021 Kingswood Capital Markets, division of Benchmark Investments, Inc. 17 Battery Place, Suite 625 New York, NY 10004 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), hereby confirms its agreem |
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March 11, 2021 |
Form of Registration Rights Agreement between the Registrant and certain security holders EX-10.4 11 d63539dex104.htm EX-10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], is made and entered into by and among GLADSTONE ACQUISITION CORPORATION, a Delaware corporation (the “Company”), GLADSTONE SPONSOR, LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page he |
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March 11, 2021 |
Exhibit 14.1 CODE OF ETHICS OF GLADSTONE ACQUISITION CORPORATION Adopted: March , 2021 The Board of Directors (the ?Board?) of Gladstone Acquisition Corporation (the ?Company?) has adopted this Code of Ethics (this ?Code?) to provide value for our stockholders; and ? To encourage honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest; ? To prompt full, |
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March 11, 2021 |
Exhibit 10.6 FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of [?] (as it may from time to time be amended, this ?Agreement?), is entered into by and between GLADSTONE ACQUISITION CORPORATION, a Delaware corporation (the ?Company?), and GLADSTONE SPONSOR, LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS: Th |
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March 11, 2021 |
Specimen Class A Common Stock Certificate Exhibit 4.2 SHARES NUMBER C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 37653T 108 GLADSTONE ACQUISITION CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK, PAR VALUE OF $0.0001 (THE ?COMMON STOCK?), OF GLADSTONE ACQUISITION CORPORATION (THE ?COMPANY?) transferable on |
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March 11, 2021 |
Form of Administrative Support Agreement by and between the Registrant and Gladstone Sponsor, LLC Exhibit 10.8 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 March [ ], 2021 Gladstone Sponsor, LLC 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Gladstone Acquisition Corporation (the ?Company?) and Gladstone Sponsor, LLC (?Gladstone LLC?), dated as o |
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March 11, 2021 |
Form of Letter Agreement among the Registrant and our officers, directors and Gladstone Sponsor, LLC Exhibit 10.1 March [], 2021 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and among Gladstone Acquisition Corporation, a Delaware corporation (the ?C |
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March 11, 2021 |
Exhibit 4.1 UNITS NUMBER U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 37653T 207 GLADSTONE ACQUISITION CORPORATION UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK, AND ONE-HALF OF ONE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) share of Class A common stock, pa |
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March 11, 2021 |
Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW GLADSTONE ACQUISITION CORPORATION Incorporated Under the Laws of the State of Delaware CUSIP 37653T 116 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, i |
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March 11, 2021 |
Form of Compensation Committee Charter Exhibit 99.2 GLADSTONE ACQUISITION CORPORATION COMPENSATION COMMITTEE CHARTER I. Purpose The Compensation Committee (the ?Committee?) of the Board of Directors of Gladstone Acquisition Corporation, a Delaware corporation (the ?Company?), shall have responsibility for the compensation of the Company?s executive officers, including the Company?s Chief Executive Officer (the ?CEO?), and for incentive |
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March 11, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [?], is by and between GLADSTONE ACQUISITION CORPORATION, a Delaware corporation (the ?Company?), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation, as warrant agent (in such capacity, the ?Warrant Agent?, and also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in |
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March 11, 2021 |
Form of Amended and Restated Certificate of Incorporation Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLADSTONE ACQUISITION CORPORATION [ ], 2021 Gladstone Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Gladstone Acquisition Corporation” The original certificate of incorporation of the Corpora |
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March 11, 2021 |
Table of Contents As filed with the U.S. Securities and Exchange Commission on March 10, 2021 Registration No. 333-252916 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Gladstone Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 86-1458374 (State o |
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March 11, 2021 |
Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [], 2021, by and between Gladstone Acquisition Corporation, a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequat |
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March 10, 2021 |
Peter Byrne +1 212 479 6778 [email protected] March 10, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Energy and Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Ben Phippen Amit Pande Eric Envall Sandra Hunter Berkheimer Re: Gladstone Acquisition Corporation Draft Registration Statement on Form S-1 Filed February 9, 2021 File No. 333-252916 L |
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February 9, 2021 |
Exhibit 99.3 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), is filing a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with a public offering (the “Public Offering”) of its Class A com |
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February 9, 2021 |
Promissory Note, dated January 25, 2021, issued to Gladstone Sponsor, LLC Exhibit 10.2 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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February 9, 2021 |
EX-10.5 Exhibit 10.5 Gladstone Acquisition Corporation 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 January 25, 2021 Gladstone Sponsor, LLC 1521 Westbranch Drive, Suite 100 McLean, Virginia 22102 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the “Agreement”) is entered into on January 25, 2021 by and between Gladstone Sponsor, LLC, a Delaware limited liabil |
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February 9, 2021 |
EX-99.6 Exhibit 99.6 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), is filing a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with a public offering (the “Public Offering”) of its Cla |
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February 9, 2021 |
EX-99.7 Exhibit 99.7 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), is filing a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with a public offering (the “Public Offering”) of its Cla |
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February 9, 2021 |
Table of Contents As filed with the U.S. Securities and Exchange Commission on February 9, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Gladstone Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 86-1458374 (State or other jurisdiction of |
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February 9, 2021 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF GLADSTONE ACQUISITION CORPORATION JANUARY 14, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is Gladstone Acquisition Corporation |
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February 9, 2021 |
Consent of Walter H. Wilkinson, Jr. EX-99.9 Exhibit 99.9 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), is filing a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with a public offering (the “Public Offering”) of its Cla |
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February 9, 2021 |
EX-99.5 Exhibit 99.5 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), is filing a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with a public offering (the “Public Offering”) of its Cla |
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February 9, 2021 |
EX-99.8 Exhibit 99.8 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), is filing a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with a public offering (the “Public Offering”) of its Cla |
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February 9, 2021 |
EX-3.3 Exhibit 3.3 BYLAWS OF GLADSTONE ACQUISITION CORPORATION (A DELAWARE CORPORATION) TABLE OF CONTENTS ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meeting 1 Section 6. Special Meetings 3 Section 7. Notice of Meetings 4 Se |
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February 9, 2021 |
EX-99.4 Exhibit 99.4 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE Gladstone Acquisition Corporation, a Delaware corporation (the “Company”), is filing a Registration Statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), in connection with a public offering (the “Public Offering”) of its Cla |