false 0001840317 Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-fifth of one redeemable warrant 0001840317 2022-04-20 2022-04-20 0001840317 us-gaap:CapitalUnitsMember 2022-04-20 2022-04-20 0001840317 us-gaap:CommonClassAMember 2022-04-20 2022-04-20 0001840317 plmi:RedeemableWarrantsMember 2022-04-20 2022-04-20

 

 

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 20, 2022

 

 

PLUM ACQUISITION CORP. I

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-40218   98-1577353
(State or other jurisdiction of
incorporation or organization)
 

(Commission

File Number)

  (I.R.S. Employer
Identification Number)

 

2021 Fillmore St. #2089

San Francisco, California

  94115
(Address of principal executive offices)   (Zip Code)

(415) 683-6773

Registrant’s telephone number, including area code

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 Class A Ordinary Share, $0.0001 par value, and one-fifth of one redeemable warrant   PLMIU   The Nasdaq Stock Market LLC
Class A Ordinary Shares included as part of the units   PLMI   The Nasdaq Stock Market LLC
Warrants included as part of the units, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50   PLMIW   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 4.02

Non-Reliance on Previously Issued Financial Statement and Related Audit Report.

On April 20, 2022, management of Plum Acquisition Corp. I (the “Company”) and the audit committee of the Company’s board of directors (the “Audit Committee”), after discussion with Marcum LLP (“Marcum”), the Company’s independent registered public accounting firm, concluded that the Company’s previously issued unaudited interim financial statements included in the Company’s Quarterly Report on Form 10-Q (the “Q3 Form 10-Q”) for the quarterly period ended September 30, 2021, filed with the SEC on November 22, 2021 (the “Affected Period”), should no longer be relied upon due to misstatements in (i) warrant liability on the Company’s condensed balance sheet as of September 30, 2021 and (ii) change in fair value of warrants on the Company’s condensed statements of operations for the three months ended September 30, 2021 and for the period from January 11, 2021 (inception) to September 30, 2021.

As such, the Company will restate its financial statements for the Affected Period in an amendment to the Q3 Form 10-Q. The Company’s management has concluded that in light of the misstatements described above, a material weakness exists in the Company’s internal control over financial reporting and that the Company’s disclosure controls and procedures were not effective. The Company’s remediation with respect to such material weakness will be described in more detail in the amended Q3 Form 10-Q.

The Company’s management and the Audit Committee have discussed the matters disclosed in this Current Report on Form 8-K with Marcum.

Cautionary Statements Regarding Forward-Looking Statements

This Current Report on Form 8-K includes “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. These statements are based on current expectations on the date of this Current Report on Form 8-K and involve a number of risks and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 20, 2022

 

PLUM ACQUISITION CORP. I
By:  

/s/ Kanishka Roy

Name:   Kanishka Roy
Title:   President and Co-Chief Executive Officer
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