Basic Stats
CIK | 1865697 |
SEC Filings
SEC Filings (Chronological Order)
August 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1 |
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August 15, 2024 |
Exhibit 3.1 THE COMPANIES ACT (AS REVISED) EXEMPTED COMPANY LIMITED BY SHARES FOURTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF NEUROMIND AI CORP. (ADOPTED BY SPECIAL RESOLUTION DATED MAY 21 2024) 1. The name of the Company is NeuroMind AI Corp.. 2. The registered office of the Company shall be at the offices of Conyers Trust Company (Cayman) Limited, Cricket Square, Hutchins D |
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August 15, 2024 |
Exhibit 10.2 WARRANT EXCHANGE AGREEMENT This WARRANT EXCHANGE AGREEMENT dated as of July 30, 2024, is by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “Genesis SPAC”) and Genesis Growth Tech LLC, a Cayman Island limited liability company (“Genesis Sponsor”). WHEREAS, on December 8, 2021, the Genesis SPAC entered into a Private Placement Warrants Purchase |
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August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20FR12B (Mark One) ☒ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF |
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August 15, 2024 |
Exhibit 10.1 Patent Purchase Agreement This PATENT PURCHASE AGREEMENT (this “Agreement”) is entered into, as of the Effective Date (defined below), by and between Genesis Growth Tech LLC, a Cayman Islands limited liability company, with an office at SIX, 2nd Floor, Cricket Square, PO Box 2681, Grand Cayman KY1-1111, Cayman Islands (“Purchaser”), and MindMaze Group SA, a Swiss corporation, with an |
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August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of August 2024 Commission File Number: 001-41138 NEUROMIND AI CORP. (Exact Name of Registrant as Specified in its Charter) Bahnhofstrasse 3 Hergiswil Nidwalden,Switzerland 6052 (Address of Princip |
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August 8, 2024 |
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, 2024 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: 001-41138 NEUROMIND |
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May 24, 2024 |
Regulation FD Disclosure, 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 15(d) of the Securities Exchange Act of 1934 May 21, 2024 Date of Report (Date of earliest event reported) Genesis Growth Tech Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorporat |
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May 17, 2024 |
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 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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May 10, 2024 |
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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May 7, 2024 |
Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Main Fax 212.407.4000 212.407.4990 May 7, 2024 Via EDGAR Division of Corporation Finance Office of Energy & Transportation U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Ameen Hamady Jennifer Monick Kibum Park David Link Re: Genesis Growth Tech Acquisition Corp. Amendment No. 3 to Preliminary Proxy Statement |
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May 7, 2024 |
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 (Amendment No. 4) 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)) ☐ Defi |
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April 22, 2024 |
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 (Amendment No. 3) 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)) ☐ Defi |
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April 19, 2024 |
Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Main Fax 212.407.4000 212.407.4990 April 19, 2024 Via EDGAR Division of Corporation Finance Office of Energy & Transportation U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Ameen Hamady Jennifer Monick Kibum Park David Link Re: Genesis Growth Tech Acquisition Corp. Amendment No. 2 to Preliminary Proxy Stateme |
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March 21, 2024 |
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 (Amendment No. 2) 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)) ☐ Defi |
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March 21, 2024 |
Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Main 212.407.4000 Fax 212.407.4990 March 21, 2024 Via EDGAR Division of Corporation Finance Office of Real Estate & Construction U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Kibum Park David Link Ameen Hamady Jennifer Monick Re: Genesis Growth Tech Acquisition Corp. Preliminary Proxy Statement on Schedule 1 |
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March 6, 2024 |
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, 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 001-41138 GENESIS GROWTH |
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February 22, 2024 |
GGAAF / Genesis Growth Tech Acquisition Corp. / Shaolin Capital Management LLC Passive Investment SC 13G/A 1 shaolinggaa123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Genesis Growth Tech Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G3R23D102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing |
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February 14, 2024 |
Loeb & Loeb LLP 345 Park Avenue New York, NY 10154 Main 212.407.4000 Fax 212.407.4990 February 12, 2024 Via EDGAR Division of Corporation Finance Office of Real Estate & Construction U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Kibum Park David Link Ameen Hamady Jennifer Monick Re: Genesis Growth Tech Acquisition Corp. Preliminary Proxy Statement on Schedul |
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February 13, 2024 |
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 (Amendment No. 1) 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)) ☐ Defi |
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February 13, 2024 |
KYG3R23D1021 / Genesis Growth Tech Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment SC 13G/A 1 ggaaf20231231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 GENESIS GROWTH TECH ACQUISITION CORP. (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G3R23D102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Chec |
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February 8, 2024 |
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)* Genesis Growth Tech Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G3R23D110 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Stateme |
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December 15, 2023 |
Exhibit 107 Calculation of Filing Fee Tables SCHEDULE 14A (Form Type) GENESIS GROWTH TECH ACQUISITION CORP. |
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December 15, 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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November 24, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): November 20, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of inco |
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November 24, 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): November 20, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of inco |
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November 20, 2023 |
Exhibit 2.1 EXECUTION VERSION CONTRIBUTION AND BUSINESS COMBINATION AGREEMENT dated November 20, 2023 by and between Genesis Growth Tech Acquisition Corp. and Genesis Growth Tech LLC Table of Contents Page ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Construction 7 ARTICLE II PURCHASE AND SALE 8 2.1 Contribution 8 2.2 Assumption of Liabilities 8 2.3 Exchange 9 2.4 Taking of Necessary Action; Furt |
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November 20, 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): November 20, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of inco |
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November 20, 2023 |
Exhibit 2.1 EXECUTION VERSION CONTRIBUTION AND BUSINESS COMBINATION AGREEMENT dated November 20, 2023 by and between Genesis Growth Tech Acquisition Corp. and Genesis Growth Tech LLC Table of Contents Page ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Construction 7 ARTICLE II PURCHASE AND SALE 8 2.1 Contribution 8 2.2 Assumption of Liabilities 8 2.3 Exchange 9 2.4 Taking of Necessary Action; Furt |
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November 20, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): November 20, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of inco |
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November 9, 2023 |
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 Number: 001-41138 GENES |
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November 9, 2023 |
Exhibit 10.1 Nomura Securities International, Inc. Worldwide Plaza, 309 West 49th Street, New York, NY 10019-7316 Tel (212) 667-9000 Fax (212) 667-9100 January 26, 2023 Genesis Growth Tech Acquisition Corp. Bahnhofstrasse 3, 6052 Hergiswil Nidwalden, Switzerland Attention: Eyal Perez With copy to: Orrick, Herrington & Sutcliffe LLP 222 Berkeley Street, Suite 2000 Boston, MA 02116 Attention: Albert |
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September 5, 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): August 31, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorp |
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September 5, 2023 |
Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES THIRD AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF GENESIS GROWTH TECH ACQUISITION CORP. (adopted by special resolution dated 31 AUGUST 2023) 1 The name of the Company is Genesis Growth Tech Acquisition Corp. 2 The Registered Office of the Company shall be at the offices of Conyers Trust Co |
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August 18, 2023 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits 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): August 16, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorp |
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August 18, 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): August 16, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorp |
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August 18, 2023 |
Exhibit 10.1 TERMINATION OF AGREEMENT AND PLAN OF MERGER THIS TERMINATION OF AGREEMENT AND PLAN OF MERGER (this “Termination Agreement”) is entered into as of August 16, 2023 (the “Termination Date”), by and between (i) Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “SPAC”), (ii) GGAC Merger Sub, Inc., a Florida corporation and a wholly-owned subsidiary of the SPAC ( |
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August 18, 2023 |
Exhibit 10.1 TERMINATION OF AGREEMENT AND PLAN OF MERGER THIS TERMINATION OF AGREEMENT AND PLAN OF MERGER (this “Termination Agreement”) is entered into as of August 16, 2023 (the “Termination Date”), by and between (i) Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “SPAC”), (ii) GGAC Merger Sub, Inc., a Florida corporation and a wholly-owned subsidiary of the SPAC ( |
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August 11, 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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August 10, 2023 |
August 10, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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August 10, 2023 |
August 10, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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August 10, 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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August 9, 2023 |
Exhibit 10.1 Nomura Securities International, Inc. Worldwide Plaza, 309 West 49th Street, New York, NY 10019-7316 Tel (212) 667-9000 Fax (212) 667-9100 January 26, 2023 Genesis Growth Tech Acquisition Corp. Bahnhofstrasse 3, 6052 Hergiswil Nidwalden, Switzerland Attention: Eyal Perez With copy to: Orrick, Herrington & Sutcliffe LLP 222 Berkeley Street, Suite 2000 Boston, MA 02116 Attention: Albert |
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August 9, 2023 |
August 9, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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August 9, 2023 |
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: 001-41138 GENESIS GR |
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August 1, 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 25, 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): July 21, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpor |
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July 19, 2023 |
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 |
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July 19, 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): July 19, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpor |
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July 14, 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): July 14, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpor |
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July 14, 2023 |
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: 001-41138 GENESIS G |
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July 14, 2023 |
Exhibit 10.1 Nomura Securities International, Inc. Worldwide Plaza, 309 West 49th Street, New York, NY 10019-7316 Tel (212) 667-9000 Fax (212) 667-9100 January 26, 2023 Genesis Growth Tech Acquisition Corp. Bahnhofstrasse 3, 6052 Hergiswil Nidwalden, Switzerland Attention: Eyal Perez With copy to: Orrick, Herrington & Sutcliffe LLP 222 Berkeley Street, Suite 2000 Boston, MA 02116 Attention: Albert |
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July 14, 2023 |
Genesis Growth Tech Acquisition Corp. Announces Receipt of Nasdaq Delisting Notification Exhibit 99.1 Genesis Growth Tech Acquisition Corp. Announces Receipt of Nasdaq Delisting Notification Nidwalden, Switzerland (July 14, 2023) - Genesis Growth Tech Acquisition Corp. (Nasdaq: GGAA) (“GGAA” or “Genesis”), today announced that on July 14, 2023, it received a notice (“Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”). The Notice advised the Compa |
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July 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (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 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 001-4 |
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June 30, 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): June 28, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpor |
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June 20, 2023 |
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 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 001-41138 GENESIS GROWTH |
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June 16, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): June 13, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpor |
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May 26, 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): May 23, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpora |
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May 26, 2023 |
Genesis Growth Tech Acquisition Corp. Receives Notice from Nasdaq Regarding Delayed Quarterly Report Exhibit 99.1 Genesis Growth Tech Acquisition Corp. Receives Notice from Nasdaq Regarding Delayed Quarterly Report Nidwalden, Switzerland (May 26, 2023) - Genesis Growth Tech Acquisition Corp. (Nasdaq: GGAA) (“GGAA” or “Genesis”), announced today that it had received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) stating GGAA was not in co |
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May 24, 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): May 15, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpora |
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May 24, 2023 |
Exhibit 99.1 May 24, 2023 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Ladies and Gentlemen: We have read Item 4.02 of the Form 8-K dated May 15, 2023 of Genesis Growth Tech Acquisition Corp. filed with the Securities and Exchange Commission on May 24, 2023 and are in agreement with the statements contained therein as much as they relate to our fi |
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May 24, 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): May 22, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpora |
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May 24, 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): May 22, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpora |
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May 24, 2023 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among GENESIS GROWTH TECH ACQUISITION CORP. as the Purchaser, GGAC MERGER SUB, INC., as Merger Sub, EYAL PEREZ in the capacity as the Purchaser Representative, WILLIAM KERBY in the capacity as the Seller Representative, and NEXTTRIP HOLDINGS, INC., as the Company, Dated as of May 22, 2023 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1 |
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May 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 15, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpo |
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May 24, 2023 |
Exhibit 16.1 May 23, 2023 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, DC 20549-7561 Ladies and Gentlemen: We have read the statements made by Genesis Growth Tech Acquisition Corp. (the “Company”), our former client, pursuant to Item 4.02, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed |
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May 24, 2023 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among GENESIS GROWTH TECH ACQUISITION CORP. as the Purchaser, GGAC MERGER SUB, INC., as Merger Sub, EYAL PEREZ in the capacity as the Purchaser Representative, WILLIAM KERBY in the capacity as the Seller Representative, and NEXTTRIP HOLDINGS, INC., as the Company, Dated as of May 22, 2023 TABLE OF CONTENTS Page ARTICLE I. MERGER 2 1 |
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May 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 22, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpo |
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May 23, 2023 |
Exhibit 99.1 Genesis Growth Tech Acquisition Corp. Announces Execution of Business Combination Agreement with Travel Technology Innovator – NextTrip Nidwalden, Switzerland May 22, 2023 – Genesis Growth Tech Acquisition Corp., (NASDAQ: GGAA), a special purpose acquisition company, and NextTrip Holdings, Inc., a travel technology incubator based in Sunrise, Florida (“NextTrip”), announced today that |
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May 23, 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): May 22, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpora |
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May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 22, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpo |
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May 15, 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 10-D ☐ Form N-CEN ☐ 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 on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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April 21, 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): April 21, 2023 (April 19, 2023) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisd |
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April 21, 2023 |
Genesis Growth Tech Acquisition Corp. Receives Notice from Nasdaq Regarding Delayed Annual Report Exhibit 99.1 Genesis Growth Tech Acquisition Corp. Receives Notice from Nasdaq Regarding Delayed Annual Report Nidwalden, Switzerland (April 21, 2023) - Genesis Growth Tech Acquisition Corp. (Nasdaq: GGAA) (“GGAA” or “Genesis”), announced today that it had received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) stating GGAA was not in com |
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April 17, 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): April 17, 2023 (April 12, 2023) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisd |
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April 17, 2023 |
Exhibit 16.1 April 17, 2023 United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Ladies and Gentlemen: We have read the statements made by Genesis Growth Tech Acquisition Corp. pursuant to Item 4.01(a) of the Current Report on Form 8-K dated April 17, 2023, which we understand will be filed with the Securities and Exchange Commission. We agree with the st |
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April 3, 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 10-D ☐ Form N-CEN ☐ 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 Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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March 6, 2023 |
Exhibit 10.1 Execution Copy TERMINATION OF THE BUSINESS COMBINATION AGREEMENT THIS TERMINATION OF THE BUSINESS COMBINATION AGREEMENT (this “Termination Agreement”) is entered into as of March 6, 2023 (the “Termination Date”), by and between Biolog-ID S.A., a French société anonyme (“Biolog”) and Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (“SPAC” and together with Biol |
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March 6, 2023 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits 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): March 6, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of incorpor |
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February 22, 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): February 22, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of inco |
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February 22, 2023 |
Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF GENESIS GROWTH TECH ACQUISITION CORP. (adopted by special resolution dated 22 FEBRUARY 2023) 1 The name of the Company is Genesis Growth Tech Acquisition Corp. 2 The Registered Office of the Company shall be at the offices of Conyers Trust |
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February 22, 2023 |
Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SECOND AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF GENESIS GROWTH TECH ACQUISITION CORP. (adopted by special resolution dated 22 FEBRUARY 2023) 1 The name of the Company is Genesis Growth Tech Acquisition Corp. 2 The Registered Office of the Company shall be at the offices of Conyers Trust |
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February 22, 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): February 22, 2023 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction of inco |
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February 14, 2023 |
KYG3R23D1021 / Genesis Growth Tech Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Genesis Growth Tech Acquisition Corporation (Name of Issuer) Class A ordinary shares par value $0.0001 per share (Title of Class of Securities) G3R23D102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d |
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February 14, 2023 |
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)* Genesis Growth Tech Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G3R23D110 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Stateme |
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February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Genesis Growth Tech Acquisition Corp. (Name of Issuer) Class A Ordinary Shares (Title of Class of Securities) G3R23D102 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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February 8, 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 (Amendment No. 1) 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)) ☒ Defi |
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February 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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January 24, 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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January 12, 2023 |
SC 13G/A 1 GGAASC13GA1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) GENESIS GROWTH TECH ACQUISITION CORP. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G3R23D102 (CUSIP Number) DECEMBER 31, 2022 (Date of event which requires filing of this s |
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December 13, 2022 |
EX-10.1 2 ea170089ex10-1genesis.htm LETTER AGREEMENT, DATED AS OF DECEMBER 12, 2022, BY AND AMONG GENESIS GROWTH TECH ACQUISITION CORP., GENESIS GROWTH TECH LLC AND BIOLOG-ID S.A. Exhibit 10.1 This Letter Agreement is dated as of December 12, 2022 by and among Biolog-id, a société anonyme organized under the laws of France (“Biolog-id”), Genesis Growth Tech Acquisition Corp., an exempted company i |
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December 13, 2022 |
Entry into a Material Definitive Agreement, 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 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2022 (December 9, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other j |
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December 13, 2022 |
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 13, 2022 (December 9, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other j |
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December 13, 2022 |
Exhibit 10.1 This Letter Agreement is dated as of December 12, 2022 by and among Biolog-id, a soci?t? anonyme organized under the laws of France (?Biolog-id?), Genesis Growth Tech Acquisition Corp., an exempted company incorporated under the laws of the Cayman Islands (?GGAA?), and Genesis Growth Tech LLC, a Cayman Islands limited liability company (?GGAA Sponsor?). Capitalized terms used but not |
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November 30, 2022 |
CORRESP 1 filename1.htm O’Melveny & Myers LLP T: +1 415 984 8700 File Number: 0302574-00002 Two Embarcadero Center F: +1 415 984 8701 28ᵗʰ Floor omm.com San Francisco, CA 94111-3823 Kurt Berney D: +1 415 984 8989 [email protected] November 30, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, NE Washingt |
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November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? 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 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name |
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November 15, 2022 |
NT 10-Q 1 ea168643-nt10qgenesis.htm NOTIFICATION OF LATE FILING 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 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on F |
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November 9, 2022 |
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): November 9, 2022 (November 8, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other ju |
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October 4, 2022 |
Biolog - id Corporate Deck September 2022 Exhibit 99.1 Biolog - id Corporate Deck September 2022 2 Disclaimer (1/2) This investor presentation (this ?Presentation?) has been prepared for use by Biolog - ID (?Biolog - id?) and Genesis Growth Tech Acquisition Corp . (?GGAA?) in connection with their proposed business combination (the ?Business Combination?) . This Presentation is for information purposes only and may not be reproduced or re |
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October 4, 2022 |
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, 2022 (October 4, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other juri |
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October 4, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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, 2022 (October 4, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other juri |
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October 4, 2022 |
Biolog - id Corporate Deck September 2022 Exhibit 99.1 Biolog - id Corporate Deck September 2022 2 Disclaimer (1/2) This investor presentation (this ?Presentation?) has been prepared for use by Biolog - ID (?Biolog - id?) and Genesis Growth Tech Acquisition Corp . (?GGAA?) in connection with their proposed business combination (the ?Business Combination?) . This Presentation is for information purposes only and may not be reproduced or re |
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September 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ? 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 GENESIS GROWTH TECH ACQUISITION COR |
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September 8, 2022 |
Filed by Genesis Growth Tech Acquisition Corp. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Companies: Biolog-ID Genesis Growth Tech Acquisition Corp. (Commission File No. 001-41138) Biolog-id and Genesis Growth Tech Acquisition Corp. Announce Execution of Business Combination Agreement for Proposed |
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August 26, 2022 |
Form of Registration Rights Agreement Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2022, is made and entered into by and among: (i) Biolog-id, a French soci?t? anonyme registered with the French Registry of commerce and companies under number 481 216 430 R.C.S. Nanterre (the ?Company?); (ii) the equityholders of Genesis Growth Tech Acquisition Corp., a Cayman Island |
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August 26, 2022 |
Form of Confidentiality and Lock-Up Agreement Exhibit 10.5 CONFIDENTIALITY AND LOCKUP AGREEMENT This Confidentiality and Lockup Agreement is dated as of [?], 2022 and is between Biolog-id, a French soci?t? anonyme registered with the French Registry of commerce and companies under number 481 216 430 R.C.S. Nanterre (the ?Company?), and each of the shareholder parties identified on Exhibit A hereto and the other persons who enter into a joinde |
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August 26, 2022 |
Form of Transaction Support Agreement Exhibit 10.2 TRANSACTION SUPPORT AGREEMENT THIS AGREEMENT is made as of [l], 2022 BETWEEN: The person executing this Agreement as ?Securityholder? on the signature page hereof (the ?Securityholder?); - and - Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (?SPAC?). RECITALS: WHEREAS, on the date hereof, SPAC and Biolog-ID., a French soci?t? anonyme registered with the Fren |
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August 26, 2022 |
Exhibit 10.1 SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this ?Agreement?), dated as of August 26, 2022, is made by and among Genesis Growth Tech LLC, a Cayman Islands limited liability company (the ?Sponsor?), Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (?SPAC?), and Biolog-ID, a French soci?t? anonyme registered with the French Registry of commerce and co |
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August 26, 2022 |
Exhibit 10.3 CRS comments 20 August 2022 including RSM and CO Subject to valuation works and discussions with the appraisers MERGER AGREEMENT BETWEEN BIOLOG-ID S.A. as Absorbing Company AND GENESIS GROWTH TECH ACQUISITION CORP. as Absorbed Company DATED [] 2022 TABLE OF CONTENTS SECTION PAGE 1. interpretative matters 1 2. presentation of the parties 2 2.1 Presentation of the Absorbing Company 2 2. |
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August 26, 2022 |
Form of Registration Rights Agreement EX-10.4 6 ea164990ex10-4genesis.htm FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2022, is made and entered into by and among: (i) Biolog-id, a French société anonyme registered with the French Registry of commerce and companies under number 481 216 430 R.C.S. Nanterre (the “Company”); (ii) t |
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August 26, 2022 |
425 1 ea164990-8k425genesis.htm CURRENT REPORT 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): August 26, 2022 (August 26, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Is |
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August 26, 2022 |
EX-2.1 2 ea164990ex2-1genesis.htm BUSINESS COMBINATION AGREEMENT, DATED AS OF AUGUST 26, 2022, BY AND BETWEEN BIOLOG-ID S.A. AND GENESIS GROWTH TECH ACQUISITION CORP Exhibit 2.1 BUSINESS COMBINATION AGREEMENT BY AND BETWEEN BIOLOG-ID S.A. AND GENESIS GROWTH TECH ACQUISITION CORP. DATED AS OF AUGUST 26, 2022 TABLE OF CONTENTS Page Article 1 CERTAIN DEFINITIONS 2 Section 1.1 Definitions 2 Article 2 |
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August 26, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): August 26, 2022 (August 26, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other juri |
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August 26, 2022 |
Exhibit 10.1 SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this ?Agreement?), dated as of August 26, 2022, is made by and among Genesis Growth Tech LLC, a Cayman Islands limited liability company (the ?Sponsor?), Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (?SPAC?), and Biolog-ID, a French soci?t? anonyme registered with the French Registry of commerce and co |
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August 26, 2022 |
EX-2.1 2 ea164990ex2-1genesis.htm BUSINESS COMBINATION AGREEMENT, DATED AS OF AUGUST 26, 2022, BY AND BETWEEN BIOLOG-ID S.A. AND GENESIS GROWTH TECH ACQUISITION CORP Exhibit 2.1 BUSINESS COMBINATION AGREEMENT BY AND BETWEEN BIOLOG-ID S.A. AND GENESIS GROWTH TECH ACQUISITION CORP. DATED AS OF AUGUST 26, 2022 TABLE OF CONTENTS Page Article 1 CERTAIN DEFINITIONS 2 Section 1.1 Definitions 2 Article 2 |
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August 26, 2022 |
Form of Transaction Support Agreement Exhibit 10.2 TRANSACTION SUPPORT AGREEMENT THIS AGREEMENT is made as of [l], 2022 BETWEEN: The person executing this Agreement as ?Securityholder? on the signature page hereof (the ?Securityholder?); - and - Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (?SPAC?). RECITALS: WHEREAS, on the date hereof, SPAC and Biolog-ID., a French soci?t? anonyme registered with the Fren |
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August 26, 2022 |
EX-10.3 5 ea164990ex10-3genesis.htm FORM OF AGREEMENT OF MERGER Exhibit 10.3 CRS comments 20 August 2022 including RSM and CO Subject to valuation works and discussions with the appraisers MERGER AGREEMENT BETWEEN BIOLOG-ID S.A. as Absorbing Company AND GENESIS GROWTH TECH ACQUISITION CORP. as Absorbed Company DATED [] 2022 TABLE OF CONTENTS SECTION PAGE 1. interpretative matters 1 2. presentation |
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August 26, 2022 |
Form of Confidentiality and Lock-Up Agreement Exhibit 10.5 CONFIDENTIALITY AND LOCKUP AGREEMENT This Confidentiality and Lockup Agreement is dated as of [?], 2022 and is between Biolog-id, a French soci?t? anonyme registered with the French Registry of commerce and companies under number 481 216 430 R.C.S. Nanterre (the ?Company?), and each of the shareholder parties identified on Exhibit A hereto and the other persons who enter into a joinde |
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August 23, 2022 |
Exhibit 99.1 Biolog-id and Genesis Growth Tech Acquisition Corp. Announce Execution of Memorandum of Understanding for a Proposed Merger to Create Publicly Listed Digital Health Solutions Company Focused on Value Chain Optimization Anticipated Cash Resources to be used to Advance Biolog-id Value Chain Optimization Platform for Blood Products and other Biologics Bernay, France and Nidwalden, Switze |
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August 23, 2022 |
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): August 23, 2022 (August 22, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other juri |
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August 23, 2022 |
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): August 23, 2022 (August 22, 2022) GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other juri |
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August 23, 2022 |
Exhibit 2.1 From: Genesis Growth Tech Acquisition Corp. a Cayman Islands exempted company Bahnhofstrasse 3 Hergiswil Nidwalden, Switzerland 6052 (the ?Absorbed Company?) To: Biolog-ID 46-48 Avenue du G?n?ral Leclerc 92100 Boulogne-Billancourt (the ?Absorbing Company?) To the attention of Mr Troy Hilsenroth, Chief Executive Officer Dated August 22, 2022 STRICTLY PRIVATE AND CONFIDENTIAL Memorandum |
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August 23, 2022 |
Exhibit 2.1 From: Genesis Growth Tech Acquisition Corp. a Cayman Islands exempted company Bahnhofstrasse 3 Hergiswil Nidwalden, Switzerland 6052 (the ?Absorbed Company?) To: Biolog-ID 46-48 Avenue du G?n?ral Leclerc 92100 Boulogne-Billancourt (the ?Absorbing Company?) To the attention of Mr Troy Hilsenroth, Chief Executive Officer Dated August 22, 2022 STRICTLY PRIVATE AND CONFIDENTIAL Memorandum |
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August 23, 2022 |
Exhibit 99.1 Biolog-id and Genesis Growth Tech Acquisition Corp. Announce Execution of Memorandum of Understanding for a Proposed Merger to Create Publicly Listed Digital Health Solutions Company Focused on Value Chain Optimization Anticipated Cash Resources to be used to Advance Biolog-id Value Chain Optimization Platform for Blood Products and other Biologics Bernay, France and Nidwalden, Switze |
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August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of re |
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May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? 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 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of r |
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April 15, 2022 |
Exhibit 4.7 DESCRIPTION OF SECURITIES We are a Cayman Islands exempted company and our affairs are governed by our amended and restated memorandum and articles of association, the Companies Act and the common law of the Cayman Islands. Pursuant to our amended and restated memorandum and articles of association, we are authorized to issue 550,000,000 ordinary shares, including 500,000,000 Class A o |
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April 15, 2022 |
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 001-41138 GENESIS GROWTH |
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April 7, 2022 |
INTEGRATED CORE STRATEGIES (US) LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 GENESIS GROWTH TECH ACQUISITION CORP. (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G3R23D102 (CUSIP Number) APRIL 1, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate |
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April 1, 2022 |
NT 10-K 1 ea157697-nt10kgenesis.htm NOTIFICATION OF LATE FILING 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 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Fo |
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March 10, 2022 |
Saba Capital Management, L.P. - FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Genesis Growth Tech Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G3R23D110 (CUSIP Number) February 28, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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February 14, 2022 |
Saba Capital Management, L.P. - 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)* Genesis Growth Tech Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G3R23D110 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa |
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February 8, 2022 |
Polar Asset Management Partners Inc. - FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Genesis Growth Tech Acquisition Corp. (Name of Issuer) Class A Ordinary Shares (Title of Class of Securities) G3R23D110 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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January 31, 2022 |
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): January 31, 2022 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction |
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January 31, 2022 |
Exhibit 99.1 Genesis Growth Tech Acquisition Corp. Announces the Separate Trading of its Class A Ordinary Shares and Warrants Commencing January 31, 2022 NIDWALDEN, Switzerland, January 31, 2022-Genesis Growth Tech Acquisition Corp. (Nasdaq: GGAAU) (the ?Company?) announced that, commencing January 31, 2022, holders of the Company?s units may elect to separately trade the Class A ordinary shares a |
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December 21, 2021 |
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 21, 2021 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction |
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December 20, 2021 |
GENESIS GROWTH TECH ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Exhibit 99.1 GENESIS GROWTH TECH ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Audited Financial Statement of Genesis Growth Tech Acquisition Corp. Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of December 13, 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 Genes |
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December 20, 2021 |
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): December 13, 2021 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction |
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December 17, 2021 |
Saba Capital Management, L.P. - FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Genesis Growth Tech Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G3R23D110 (CUSIP Number) December 9, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate t |
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December 14, 2021 |
First Amendment to Promissory Note, dated October 26, 2021, between the Registrant and the Sponsor Exhibit 10.7 AMENDMENT NO. 1 TO PROMISSORY NOTE This Amendment No. 1 to Promissory Note (this ?Agreement?), dated as of October 26, 2021 and effective as of September 30, 2021, by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company with limited liability (the ?Maker?), and Genesis Growth Tech LLC, a Cayman Islands limited liability company (the ?Payee?). WHEREAS, M |
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December 14, 2021 |
Exhibit 4.2 PRIVATE WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated December 8, 2021 THIS WARRANT AGREEMENT (this ?Agreement?), dated December 8, 2021, is by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trus |
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December 14, 2021 |
Amended and Restated Memorandum and Articles of Association Exhibit 3.1 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF GENESIS GROWTH TECH ACQUISITION CORP. (adopted by special resolution dated 19 November 2021 and effective on 8 december 2021 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIA |
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December 14, 2021 |
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 8, 2021 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-41138 98-1601264 (State or other jurisdiction |
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December 14, 2021 |
EX-4.1 4 ea152311ex4-1genesisgrow.htm PUBLIC WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE COMPANY Exhibit 4.1 PUBLIC WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated December 8, 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated December 8, 2021, is by and between Genesis Growth Tech Acquisition Corp., a |
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December 14, 2021 |
Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of December 8, 2021, is made and entered into by and among Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “Company”), Genesis Growth Tech LLC, a Cayman Islands limited liability company (the “Sponsor”, and together with any person |
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December 14, 2021 |
Securities Subscription Agreement, dated as of October 26, 2021 Exhibit 10.8 Genesis Growth Tech Acquisition Corp. May 26, 2021 Genesis Growth Tech LLC RE: Securities Subscription Agreement Ladies and gentlemen: This agreement (this “Agreement”) is entered into on May 26, 2021 by and between Genesis Growth Tech LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), and Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted compa |
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December 14, 2021 |
Exhibit 10.4 Genesis Growth Tech Acquisition Corp. December 8, 2021 Genesis Growth Tech LLC Bahnhofstrasse 3, 6052 Hergiswil Nidwalden, Switzerland Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the registration statement (the ?Registration Statement?) for the initial public offering (the ?IPO?) of the securities of Gen |
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December 14, 2021 |
Promissory Note, dated as of May 26, 2021, between the Registrant and the Sponsor Exhibit 10.6 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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December 14, 2021 |
Underwriting Agreement between the Company and Nomura Securities International, Inc. EX-1.1 2 ea152311ex1-1genesisgrow.htm UNDERWRITING AGREEMENT BETWEEN THE COMPANY AND NOMURA SECURITIES INTERNATIONAL, INC. Exhibit 1.1 GENESIS GROWTH TECH ACQUISITION CORP. 22,000,000 Units1 Units, each consisting of one (1) Class A ordinary share, $0.0001 par value, and one-half of one warrant Underwriting Agreement December 8, 2021 1 Plus an option to purchase from the Company up to 3,300,000 ad |
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December 14, 2021 |
EX-10.5 10 ea152311ex10-5genesisgrow.htm LETTER AGREEMENT AMONG THE COMPANY, THE SPONSOR AND THE COMPANY'S OFFICERS AND DIRECTORS Exhibit 10.5 December 8, 2021 Genesis Growth Tech Acquisition Corp. Bahnhofstrasse 3, 6052 Hergiswil Nidwalden, Switzerland Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwrit |
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December 14, 2021 |
EX-10.3 8 ea152311ex10-3genesisgrow.htm PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT BETWEEN THE COMPANY AND THE SPONSOR Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of December 8, 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Gene |
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December 14, 2021 |
EX-10.1 6 ea152311ex10-1genesisgrow.htm INVESTMENT MANAGEMENT TRUST ACCOUNT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE COMPANY Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of December 8, 2021 by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the |
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December 13, 2021 |
Genesis Growth Tech Acquisition Corp. 22,000,000 Units Prospectus Filed Pursuant to Rule 424(b)(4) Registration No. 333-261248 and 333-261559 Genesis Growth Tech Acquisition Corp. $220,000,000 22,000,000 Units Genesis Growth Tech Acquisition Corp. is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combina |
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December 9, 2021 |
As filed with the Securities and Exchange Commission on December 9, 2021. As filed with the Securities and Exchange Commission on December 9, 2021. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Genesis Growth Tech Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 6770 98-1601264 (State or other jurisdiction of incorporation or organiz |
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December 8, 2021 |
8-A12B 1 ea151952-8a12bgenesisgrowth.htm FOR REGISTRATION OF CERTAIN CLASSES UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 GENESIS GROWTH TECH ACQUISITION CORP. (Exact name of Registrant as specified in its charter) Cayman Islands 98-1601264 ( |
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December 6, 2021 |
* * * [Signature Page Follows] December 6, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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December 6, 2021 |
CORRESP 1 filename1.htm December 6, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549d Attn: Ms. Janice Adeloye Re: Genesis Growth Tech Acquisition Corp. Registration Statement on Form S-1 Filed November 19, 2021 File No. 333-261248 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under th |
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November 19, 2021 |
Exhibit 4.5 PUBLIC WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [?], 2021 THIS WARRANT AGREEMENT (this ?Agreement?), dated [?], 2021, is by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as w |
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November 19, 2021 |
Consent of Pierre-Etienne Lallia to be named as a director nominee* Exhibit 99.2 CONSENT OF PERSON NAMED TO BECOME A DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a director nominee and to the disclosure of the undersigned’s biographical information included in the Registration Statement on Form S-1, and any amendments thereto, to be filed by Genesis Growth Tech Acquisition |
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November 19, 2021 |
EX-4.1 5 fs12021ex4-1genesisgrowth.htm SPECIMEN UNIT CERTIFICATE Exhibit 4.1 NUMBER U- UNITS SPECIMEN UNIT CERTIFICATE SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G3R23D 110 GENESIS GROWTH TECH Acquisition Corp. UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-half OF ONE REDEEMABLE WARRANT TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) con |
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November 19, 2021 |
Exhibit 4.3 [FACE] Number SPECIMEN warrant CERTIFICATE 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 Genesis Growth Tech Acquisition Corp. Incorporated Under the Laws of the Cayman Islands Specimen Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the re |
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November 19, 2021 |
Consent of Simon Baker to be named as a director nominee* Exhibit 99.1 CONSENT OF PERSON NAMED TO BECOME A DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a director nominee and to the disclosure of the undersigned?s biographical information included in the Registration Statement on Form S-1, and any amendments thereto, to be filed by Genesis Growth Tech Acquisition |
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November 19, 2021 |
Exhibit 10.2 REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this ?Agreement?), dated as of , 2021, is made and entered into by and among Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the ?Company?), Genesis Growth Tech LLC, a Cayman Islands limited liability company (the ?Sponsor?, and together with any person or entity |
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November 19, 2021 |
Consent of Cem Habib to be named as a director nominee* EX-99.4 27 fs12021ex99-4genesisgrowth.htm CONSENT OF CEM HABIB TO BE NAMED AS A DIRECTOR NOMINEE Exhibit 99.4 CONSENT OF PERSON NAMED TO BECOME A DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a director nominee and to the disclosure of the undersigned’s biographical information included in the Registration |
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November 19, 2021 |
Securities Subscription Agreement, dated May 26, 2021, between the Registrant and the Sponsor.* EX-10.8 20 fs12021ex10-8genesisgrowth.htm SECURITIES SUBSCRIPTION AGREEMENT, DATED MAY 26, 2021, BETWEEN THE REGISTRANT AND THE SPONSOR Exhibit 10.8 Genesis Growth Tech Acquisition Corp. May 26, 2021 Genesis Growth Tech LLC RE: Securities Subscription Agreement Ladies and gentlemen: This agreement (this “Agreement”) is entered into on May 26, 2021 by and between Genesis Growth Tech LLC, a Cayman I |
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November 19, 2021 |
EX-4.6 10 fs12021ex4-6genesisgrowth.htm FORM OF PRIVATE WARRANT AGREEMENT BETWEEN CONTINENTAL STOCK TRANSFER & TRUST COMPANY AND THE REGISTRANT Exhibit 4.6 PRIVATE WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between Genesis Growth Tech Acquisition Corp., |
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November 19, 2021 |
Form of Amended and Restated Memorandum and Articles of Association.* Exhibit 3.2 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF GENESIS GROWTH TECH ACQUISITION CORP. (adopted by special resolution dated [Date] and effective on [date]) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF GENESIS GR |
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November 19, 2021 |
EX-4.2 6 fs12021ex4-2genesisgrowth.htm SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE Exhibit 4.2 NUMBER SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G3R23D 102 SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE genesis growth tech Acquisition Corp. INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY |
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November 19, 2021 |
S-1 1 fs12021genesisgrowth.htm REGISTRATION STATEMENT As filed with the United States Securities and Exchange Commission on November 19, 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 Genesis Growth Tech Acquisition Corp. (Exact name of registrant as |
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November 19, 2021 |
Consent of Massimo Prelz-Oltramonti to be named as a director nominee* EX-99.3 26 fs12021ex99-3genesisgrowth.htm CONSENT OF MASSIMO PRELZ-OLTRAMONTI TO BE NAMED AS A DIRECTOR NOMINEE Exhibit 99.3 CONSENT OF PERSON NAMED TO BECOME A DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, the undersigned hereby consents to being named as a director nominee and to the disclosure of the undersigned’s biographical information included in th |
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November 19, 2021 |
Memorandum and Articles of Association.* Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF GENESIS GROWTH TECH ACQUISITION CORP. THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF GENESIS GROWTH TECH ACQUISITION CORP. 1 The name of the Company is Genesis Growth Tech Acquisition Corp. 2 The Registered |
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November 19, 2021 |
Exhibit 10.9 , 2021 Genesis Growth Tech Acquisition Corp. Bahnhofstrasse 3, 6052 Hergiswil Nidwalden, Switzerland 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 Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted comp |
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November 19, 2021 |
Form of Administrative Services Agreement between the Registrant and the Sponsor.* Exhibit 10.5 Genesis Growth Tech Acquisition Corp. , 2021 Genesis Growth Tech LLC Bahnhofstrasse 3, 6052 Hergiswil Nidwalden, Switzerland Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the registration statement (the ?Registration Statement?) for the initial public offering (the ?IPO?) of the securities of Genesis Growt |
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November 19, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [ ], 2021 by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the ?Trustee?). WHEREAS, the Company?s registration statem |
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November 19, 2021 |
Exhibit 10.4 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of , 2021, by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “Company”), and (“Indemnitee”). WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations and companies as directors, officers or in other capacities unless they are pro |
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November 19, 2021 |
Form of Securities Purchase Agreement between the Sponsor and Nomura.* Exhibit 10.10 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”), dated as of November [•], 2021, is made and entered into by and between Genesis Growth Tech LLC, a Cayman Islands limited liability company (the “Seller”), and Nomura Securities International, Inc., a New York corporation (the “Purchaser”). WHEREAS, the Seller and Genesis Growth Tech Acquisition Corp |
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November 19, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 GENESIS GROWTH TECH ACQUISITION CORP. 20,000,000 Units1 Units, each consisting of one (1) Class A ordinary share, $0.0001 par value, and one-half of one warrant Underwriting Agreement [], 2021 1 Plus an option to purchase from the Company up to 3,000,000 additional Units to cover over-allotments Underwriting Agreement [], 2021 Nomura Securities International, Inc. as representative of |
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November 19, 2021 |
Exhibit 4.4 [FACE] Number SPECIMEN warrant CERTIFICATE 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 Genesis Growth Tech Acquisition Corp. Incorporated Under the Laws of the Cayman Islands CUSIP G3R23D 128 Specimen Warrant Certificate This Warrant Certificate certifies that , or registered a |
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November 19, 2021 |
Promissory Note, dated as of May 26, 2021, between the Registrant and the Sponsor.* EX-10.6 18 fs12021ex10-6genesisgrowth.htm PROMISSORY NOTE, DATED AS OF MAY 26, 2021, BETWEEN THE REGISTRANT AND THE SPONSOR Exhibit 10.6 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 TH |
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November 19, 2021 |
First Amendment to Promissory Note, dated October 26, 2021, between the Registrant and the Sponsor* Exhibit 10.7 AMENDMENT NO. 1 TO PROMISSORY NOTE This Amendment No. 1 to Promissory Note (this ?Agreement?), dated as of October 26, 2021 and effective as of September 30, 2021, by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company with limited liability (the ?Maker?), and Genesis Growth Tech LLC, a Cayman Islands limited liability company (the ?Payee?). WHEREAS, M |
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November 19, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and the Sponsor.* EX-10.3 15 fs12021ex10-3genesisgrowth.htm FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND THE SPONSOR Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of , 2021 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among G |
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November 2, 2021 |
EX-4.5 3 filename3.htm Exhibit 4.5 PRIVATE WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited pur |
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November 2, 2021 |
This is a confidential draft submission to the United States Securities and Exchange Commission on November 1, 2021 under the Securities Act of 1933, as amended. |
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November 2, 2021 |
EX-4.4 2 filename2.htm Exhibit 4.4 PUBLIC WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purp |
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November 1, 2021 |
November 1, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Attn: Jeffrey Lewis Robert Telewicz Re: Genesis Growth Tech Acquisition Corp. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted July 28, 2021 CIK No. 0001865697 Ladies and Gentlemen: On behalf of Genesis Growth T |
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July 28, 2021 |
This is a confidential draft submission to the United States Securities and Exchange Commission on July 28, 2021 under the Securities Act of 1933, as amended. |
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July 28, 2021 |
EX-4.4 2 filename2.htm Exhibit 4.4 PUBLIC WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2021, is by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purp |
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July 28, 2021 |
Exhibit 4.5 PRIVATE WARRANT AGREEMENT GENESIS GROWTH TECH ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [?], 2021 THIS WARRANT AGREEMENT (this ?Agreement?), dated [?], 2021, is by and between Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as |
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July 23, 2021 |
This is a confidential draft submission to the United States Securities and Exchange Commission on July 22, 2021 under the Securities Act of 1933, as amended. |