Current Report Filing (8-k)
December 19 2022 - 5:06PM
Edgar (US Regulatory)
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2022-12-19
2022-12-19
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2022-12-19
2022-12-19
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CENQ:ClassCommonStockParValue0.0001PerShareMember
2022-12-19
2022-12-19
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CENQ:WarrantsEachWholeWarrantExercisableForOneShareOfClassCommonStockAtExercisePriceOf11.50PerShareMember
2022-12-19
2022-12-19
iso4217:USD
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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date
of report (Date of earliest event reported): December 19, 2022
CENAQ
Energy Corp.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-40743 |
|
85-1863331 |
(State or other jurisdiction
of
incorporation or organization) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification Number) |
4550
Post Oak Place Dr., Suite 300
Houston, TX |
|
77027 |
(Address of principal executive
offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code: (713) 820-6300
Not Applicable
(Former name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any
of the following provisions:
| ☐ | Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Units, each consisting of
one share of Class A common stock and three-quarters of one warrant |
|
CENQU |
|
The NASDAQ Stock Market
LLC |
Class A common stock, par
value $0.0001 per share |
|
CENQ |
|
The NASDAQ Stock Market
LLC |
Warrants, each whole warrant
exercisable for one share of Class A common stock at an exercise price of $11.50 per share |
|
CENQW |
|
The NASDAQ Stock Market
LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
Emerging
growth company ☒
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 9.01
Financial Statements and Exhibits.
(a)
Financial Statements
The
unaudited consolidated balance sheets of Bluescape Clean Fuels Intermediate Holdings, LLC (“Bluescape”) as of September 30,
2022 and December 31, 2021 (as restated) and the unaudited consolidated statements of operations, statements of cash flows and statements
of changes in member’s equity of Bluescape for the nine months ended September 30, 2022 and 2021, and the notes related thereto,
are filed as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated by reference into this Item 9.01(a).
(d)
Exhibits
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
CENAQ ENERGY CORP. |
|
|
|
By: |
/s/
J. Russell Porter |
|
Name: |
J. Russell Porter |
|
Title: |
Chief Executive Officer |
Dated: December
19, 2022
2
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