GLHA / Glass Houses Acquisition Corp - Class A - SEC-arkivering, Årsberetning, Fuldmagtserklæring

GLHA / Glass Houses Acquisition Corp. Class A common stock / SAMLYN CAPITAL, LLC Passive Investment

SC 13G/A 1 d991384213ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Glass Houses Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37714P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement)

GLHA / Glass Houses Acquisition Corp. Class A common stock / 11 Capital Partners LP - GLASS HOUSES ACQUISITION CORP. Passive Investment

SC 13G/A 1 p23-0050sc13ga.htm GLASS HOUSES ACQUISITION CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Glass Houses Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37714P103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of thi

GLHA / Glass Houses Acquisition Corp. Class A common stock / 40 North Management LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* GLASS HOUSES ACQUISITION CORP. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37714P202** (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate bo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G 1 ea170861-1512gglasshouses.htm FORM 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-40262 Glass Houses A

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2022 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorpora

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

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

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

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 GLASS HOUSES ACQUISITI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation or organiz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 GLASS HOUSES ACQUISITION CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation or organization

GLHA / Glass Houses Acquisition Corp. Class A common stock / Sculptor Capital LP - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Glass Houses Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 37714P103 (CUSIP Number) July 1, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 GLASS HOUSES ACQUISITION C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation or organizatio

Promissory Note, dated April 11, 2022, issued to our sponsor.*

Exhibit 10.8 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 MAKER (A

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 ☐ TRANSITION REPORT PURSUA

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 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to GLASS HOUSES ACQUISITION CORP. (Exact name of regis

Description of Registrant’s Securities.*

Exhibit 4.5 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of April 12, 2022, Glass Houses Acquisition Corp. (the ?Company? or ?we,? ?us,? and ?our?) had the following classes of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (1) units, each consisting of one share of Class

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-K 1 ea157682-nt10kglasshouses.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-40262 SEC FILE NUMBER 37714P103; 37714P111; 37714P202 CUSIP NUMBER (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, 2021 ☐ Transition Rep

GLHA / Glass Houses Acquisition Corp. Class A common stock / 11 Capital Partners LP - SC 13G Passive Investment

SC 13G 1 glasshouses13gdec312021.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Glass Houses Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 37714P103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Stateme

GLHA / Glass Houses Acquisition Corp. Class A common stock / SAMLYN CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

GLHA / Glass Houses Acquisition Corp. Class A common stock / Glass Houses Sponsor LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Glass Houses Acquisition Corp. (Name of Issuer) Class A common stock (Title of Class of Securities) 37714P103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the Appropriate Box to Designate the Rule Pursuant to Which this Sch

GLHA / Glass Houses Acquisition Corp. Class A common stock / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Glass Houses Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 37714P103 (CUSIP Number) November 18, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 GLASS HOUSES ACQUISITI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation or organiz

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-40262 SEC FILE NUMBER 37714P103; 37714P111; 37714P202 CUSIP NUMBER (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q and Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 GLASS HOUSES ACQUISITION CO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation or organization

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 GLASS HOUSES ACQUISITION C

10-Q 1 f10q0321glasshouses.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or ot

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

8-K 1 ea141830-8kglasshouses.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-156566

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING 001-40262 SEC FILE NUMBER 37714P103; 37714P111; 37714P202 CUSIP NUMBER (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q and Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Repo

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): May 13, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation or organizatio

Glass Houses Acquisition Corp. Announces the Separate Trading of its Shares of Class A Common Stock and Warrants Commencing May 13, 2021

Exhibit 99.1 Glass Houses Acquisition Corp. Announces the Separate Trading of its Shares of Class A Common Stock and Warrants Commencing May 13, 2021 DALLAS, May 13, 2021?(BUSINESS WIRE)?Glass Houses Acquisition Corp. (Nasdaq: GLHAU) (the ?Company?) announced that, commencing May 13, 2021, holders of the units sold in the Company?s initial public offering of 20,000,000 units, completed on March 25

GLASS HOUSES ACQUISITION CORP. BALANCE SHEET March 25, 2021

Exhibit 99.1 GLASS HOUSES ACQUISITION CORP. BALANCE SHEET March 25, 2021 March 25, Pro Forma 2021 Adjustments As Adjusted (unaudited) (unaudited) Assets: Current asset - cash $ 2,779,400 $ - $ 2,779,400 Prepaid expenses 920,222 - 920,222 Total current assets 3,699,622 - 3,699,622 Cash held in trust account 200,000,000 20,472,930 (a) 220,472,930 409,459 (b) (409,459 ) (c) Total Assets $ 203,699,622

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2021 Glass Houses Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )*

SC 13D 1 d883298513-d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Glass Houses Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37714P103 (CUSIP Number) Hound Partners, LLC 101 Park Avenue, 48th Floor New York, New York 10178 Telephone-

GLASS HOUSES ACQUISITION CORP.

Exhibit 99.1 GLASS HOUSES ACQUISITION CORP. Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of March 25, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and Board of Directors of GLASS HOUSES ACQUISITION CORP. Opinion on the Financial Statement We have audited the accompanying balance sheet

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2021 Glass Houses Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporatio

March 23, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* GLASS HOUSES ACQUISITION CORP. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 37714P202** (CUSIP Number) March 23, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to

Amended and Restated Certificate of Incorporation

Exhibit 3.1 Execution Version AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLASS HOUSES ACQUISITION CORP. March 22, 2021 Glass Houses Acquisition Corp., 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 ?Glass Houses Acquisition Corp.?. The original certificate of incorporation

Private Placement Warrants Purchase Agreement between the Company and Glass Houses Sponsor LLC

Exhibit 10.1 Execution Version PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), dated as of March 22, 2021, is entered into by and among Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), and Glass Houses Sponsor LLC, a Delawa

Letter Agreement among the Company, Glass Houses Sponsor LLC and each of the officers and directors of the Company named therein

Exhibit 10.4 Execution Version March 22, 2021 Glass Houses Acquisition Corp. 3811 Turtle Creek Blvd., Suite 1100 Dallas, Texas 75219 Jefferies LLC 520 Madison Avenue New York, New York 10022 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?) to be entered into

Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Company

Exhibit 10.2 Execution Version INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of March 22, 2021 by and between Glass Houses Acquisition Corp., 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

Underwriting Agreement between the Company and Jefferies LLC

Exhibit 1.1 Executed Version 20,000,000 Units Glass Houses Acquisition Corp. UNDERWRITING AGREEMENT March 22, 2021 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, NY 10022 Ladies and Gentlemen: Introductory. Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), proposes, upon the terms and subject to the conditions set fo

Glass Houses Acquisition Corp. Announces Pricing of $200 Million Initial Public Offering

Exhibit 99.1 Glass Houses Acquisition Corp. Announces Pricing of $200 Million Initial Public Offering Dallas, TX, March 22, 2021 - Glass Houses Acquisition Corp. (the ?Company?), a 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 businesses or entities, today

Administrative Support Agreement between the Company and Glass Houses Sponsor LLC

Exhibit 10.5 Execution Version GLASS HOUSES ACQUISITION CORP. 3811 Turtle Creek Blvd., Suite 1100 Dallas, TX 75219 March 22, 2021 Glass Houses Sponsor, LLC 3811 Turtle Creek Blvd., Suite 1100 Dallas, TX 75219 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Glass Houses Acquisition Corp. (the ?Company?) and Glass Houses Sponsor, LLC (?Sponsor?), dated

Warrant Agreement between Continental Stock Transfer & Trust Company and the Company

Exhibit 4.1 Execution Version WARRANT AGREEMENT between GLASS HOUSES ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of March 22, 2021, is by and between Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agen

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2021 GLASS HOUSES ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40262 86-1565667 (State or other jurisdiction of incorporatio

Registration and Stockholder Rights Agreement among the Company, Glass Houses Sponsor LLC and certain equityholders party thereto

Exhibit 10.3 Execution Version REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of March 22, 2021, is made and entered into by and among Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), Glass Houses Sponsor LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed

$200,000,000 Glass Houses Acquisition Corp. 20,000,000 Units

424B4 1 f424b40321glasshouses.htm PROSPECTUS PROSPECTUS Filed pursuant to Rule 424(b)(4) Registration No. 333-252865 $200,000,000 Glass Houses Acquisition Corp. 20,000,000 Units Glass Houses Acquisition Corp. 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 combinatio

- FOR REGISTRATION OF CERTAIN CLASSES

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 GLASS HOUSES ACQUISITION CORP.

Form of Indemnity Agreement.

EX-10.7 14 fs12021a1ex10-7glasshouse.htm FORM OF INDEMNITY AGREEMENT Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March [●], 2021, by and between Glass Houses Acquisition Corp., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directo

Form of Underwriting Agreement.

Exhibit 1.1 20,000,000 Units Glass Houses Acquisition Corp. UNDERWRITING AGREEMENT March [?], 2021 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, NY 10022 Ladies and Gentlemen: Introductory. Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), proposes, upon the terms and subject to the conditions set forth in this agre

Specimen Class A Common Stock Certificate.

EX-4.2 6 fs12021a1ex4-2glasshouse.htm SPECIMEN CLASS A COMMON STOCK CERTIFICATE Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 37714P 103 GLASS HOUSES ACQUISITION CORP. 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 THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STO

Specimen Warrant Certificate.

EX-4.3 7 fs12021a1ex4-3glasshouse.htm SPECIMEN WARRANT CERTIFICATE 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 GLASS HOUSES ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP 37714P 111 Warrant Certificate This

Form of Administrative Support Agreement between the Registrant and Glass Houses Sponsor LLC.

EX-10.8 15 fs12021a1ex10-8glasshouse.htm FORM OF ADMINISTRATIVE SUPPORT AGREEMENT BETWEEN THE REGISTRANT AND GLASS HOUSES SPONSOR LLC Exhibit 10.8 GLASS HOUSES ACQUISITION CORP. 3811 Turtle Creek Blvd., Suite 1100 Dallas, TX 75219 March [●], 2021 Glass Houses Sponsor, LLC 3811 Turtle Creek Blvd., Suite 1100 Dallas, TX 75219 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agr

Form of Registration and Stockholder Rights Agreement among the Registrant and certain security holders.

Exhibit 10.4 REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND STOCKHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of March [?], 2021, is made and entered into by and among Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), Glass Houses Sponsor LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under Holder on

Form of Letter Agreement among the Registrant and its officers and directors and Glass Houses Sponsor LLC.

Exhibit 10.2 March [?], 2021 Glass Houses Acquisition Corp. 3811 Turtle Creek Blvd., Suite 1100 Dallas, Texas 75219 Jefferies LLC 520 Madison Avenue New York, New York 10022 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?) to be entered into by and between G

Amended and Restated Bylaws. (2)

Exhibit 3.3 AMENDED AND RESTATED BY LAWS OF GLASS HOUSES ACQUISITION CORP. (THE ?CORPORATION?) Article I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s

Form of Amended and Restated Certificate of Incorporation.

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GLASS HOUSES ACQUISITION CORP. March [?], 2021 Glass Houses Acquisition Corp., 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 ?Glass Houses Acquisition Corp.?. The original certificate of incorporation of the Corporati

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of March [?], 2021 by and between Glass Houses Acquisition Corp., 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, No. 333-25286

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.

Exhibit 4.4 WARRANT AGREEMENT between GLASS HOUSES ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [?], 2021, is by and between Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?, also referred to

- AMENDMENT NO. 1 TO FORM S-1

Filed with the U.S. Securities and Exchange Commission on March 8, 2021 under the Securities Act of 1933, as amended No. 333-252865 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 Glass Houses Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-1565667 (

Specimen Unit Certificate.

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 37714P 202 GLASS HOUSES ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-HALF OF ONE WARRANT 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, par value $0.0001 per share (?Common Stock?), o

Form of Private Placement Warrants Purchase Agreement between the Registrant and Glass Houses Sponsor LLC.

Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), dated as of March [?], 2021, is entered into by and among Glass Houses Acquisition Corp., a Delaware corporation (the ?Company?), and Glass Houses Sponsor LLC, a Delaware limited liabil

Securities Subscription Agreement, dated January 19, 2021, between the Company and our sponsor. (2)

EX-10.5 4 fs12021ex10-5glasshouse.htm SUBSCRIPTION AGREEMENT Exhibit 10.5 Glass Houses Acquisition Corp. 3811 Turtle Creek Blvd. Suite 1100 Dallas, TX 75219 January 19, 2021 Glass Houses Sponsor LLC 3811 Turtle Creek Blvd. Suite 1100 Dallas, TX 75219 Re: Securities Subscription Agreement Ladies and Gentlemen: We are pleased to accept the offer Glass Houses Sponsor LLC (the “Subscriber” or “you”) h

Registration Statement - REGISTRATION STATEMENT

Filed with the U.S. Securities and Exchange Commission on February 8, 2021 under the Securities Act of 1933, as amended No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Glass Houses Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-1565667 (State or other jurisdi

Certificate of Incorporation.

EX-3.1 2 fs12021ex3-1glasshouse.htm DE CERTIFICATE OF INCORPORATION Exhibit 3.1 CERTIFICATE OF INCORPORATION OF GLASS HOUSES ACQUISITION CORP. ARTICLE ONE The name of the corporation is Glass Houses Acquisition Corp. (hereinafter called the “Corporation”). ARTICLE TWO The address of the Corporation’s registered office in the State of Delaware is 251 Little Falls Drive, Wilmington, New Castle Count

Promissory Note, dated January 19, 2021, issued to Glass Houses Sponsor LLC.

Exhibit 10.1 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