Basic Stats
| CIK | 1848756 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Pyrophyte Acquisition Corp.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| August 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (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: June 30, 2025 ☐ 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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| August 15, 2025 |
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 12, 2025 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its Articles) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commis |
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| July 23, 2025 |
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 15, 2025 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its Articles) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commissi |
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| July 23, 2025 |
Exhibit 16.1 July 22, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Pyrophyte Acquisition Corp. under Item 4.01 of its Form 8- K dated July 15, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Pyrophyte Acquisition Corp. |
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| July 9, 2025 |
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 8, 2025 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its Articles) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commissio |
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| June 13, 2025 |
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 10, 2025 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its Articles) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commissi |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (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, 2025 ☐ 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 1, 2025 |
PYROPHYTE ACQUISITION CORP. THIRD AMENDED AND RESTATED CONVERTIBLE PROMISSORY NOTE Exhibit 10.2 THIS THIRD AMENDED & RESTATED CONVERTIBLE PROMISSORY NOTE (THIS “AMENDED & RESTATED NOTE”) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR I |
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| May 1, 2025 |
Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Pyrophyte Acquisition Corp. (ROC # 371601) (the “Company”) TAKE NOTICE that at an extraordinary general meeting of the shareholders of the Company held on 25 April 2025, the following special resolution was passed: “RESOLVED, as a special resolution THAT, effective immediately, the Amend |
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| May 1, 2025 |
AMENDMENT NO. 2 TO INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.3 AMENDMENT NO. 2 TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT NO. 2 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of April 25, 2025, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). Capitalized terms contained in t |
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| May 1, 2025 |
Exhibit 10.1 PROMISSORY NOTE Principal Amount: Up to $1,500,000 Dated as of April 25, 2025 Pyrophyte Acquisition Corp., a Cayman Islands exempt company (the “Maker”), promises to pay to the order of Pyrophyte Acquisition LLC, a Delaware limited liability company, or its registered assigns or successors in interest (the “Payee”), or order, the principal sum of One Million Five Hundred Thousand Doll |
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| May 1, 2025 |
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 25, 2025 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its Articles) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commiss |
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| April 24, 2025 |
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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| April 17, 2025 |
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 11, 2025 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission Fil |
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| April 17, 2025 |
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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| April 17, 2025 |
THIRD AMENDMENT TO BUSINESS COMBINATON AGREEMENT Exhibit 2.1 THIRD AMENDMENT TO BUSINESS COMBINATON AGREEMENT This Third Amendment to the Business Combination Agreement (this “Amendment”) is made as of this 11th day of April 2025, by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“SPAC”), Sio Silica Corporation, an Alberta corporation (the “Company”), Snowbank NewCo Alberta ULC, an Alberta unlimited liability corporati |
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| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information 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 |
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| April 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information 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 |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (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, 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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| January 2, 2025 |
SECOND AMENDMENT TO BUSINESS COMBINATON AGREEMENT Exhibit 2.1 SECOND AMENDMENT TO BUSINESS COMBINATON AGREEMENT This Second Amendment to the Business Combination Agreement (this “Amendment”) is made as of this 31 day of December 2024, by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“SPAC”), Sio Silica Corporation, an Alberta corporation (the “Company”), Snowbank NewCo Alberta ULC, an Alberta unlimited liability corpor |
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| January 2, 2025 |
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): December 31, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission |
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| November 14, 2024 |
EX-99.A 2 d791743dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100 |
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| November 14, 2024 |
Exhibit 2.1 FIRST AMENDMENT TO BUSINESS COMBINATON AGREEMENT This First Amendment to the Business Combination Agreement (this “Amendment”) is made as of this 12th day of November 2024, by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“SPAC”), Sio Silica Corporation, an Alberta corporation (the “Company”), Snowbank NewCo Alberta ULC, an Alberta unlimited liability corpor |
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| November 14, 2024 |
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, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PYROPHYTE ACQUISITION CORP. (Exact name of registrant |
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| November 14, 2024 |
PHYT / Pyrophyte Acquisition Corp. / MIZUHO FINANCIAL GROUP INC - SC 13G Passive Investment SC 13G 1 d791743dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Pyrophyte Acquisition Corp. (Name of Issuer) Common Shares (Title of Class of Securities) G7308P101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| November 14, 2024 |
EX-99.B 3 d791743dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g |
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| November 14, 2024 |
PHYT / Pyrophyte Acquisition Corp. / BALYASNY ASSET MANAGEMENT LLC - SC 13G/A Passive Investment SC 13G/A 1 d859649dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Pyrophyte Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CINS Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the ap |
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| November 14, 2024 |
EX-99.1 2 d859649dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including additional amendments thereto) with respect to the shares of Common Stock, $0.0001 par value per share, of Pyrophyte Ac |
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| November 13, 2024 |
SC 13G/A 1 phyta1111224.htm COWEN AND COMPANY, LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pyrophyte Acquisition Corp. (Name of Issuer) Class A Ordinary Shares (Title of Class of Securities) G7308P101 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Che |
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| November 6, 2024 |
EX-99.1 2 w79881046b.htm THE IDENTITY AND THE ITEM 3 CLASSIFICATION OF THE RELEVANT SUBSIDIARY EXHIBIT 99.1 The identity and the Item 3 classification of the relevant subsidiary is: Berkley Insurance Company, which is an insurance company in accordance with Rule 13d-1(b)(1)(ii)(C). |
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| November 6, 2024 |
AGREEMENT OF REPORTING PERSONS EX-99.2 3 w79881046c.htm AGREEMENT OF REPORTING PERSONS EXHIBIT 99.2 AGREEMENT OF REPORTING PERSONS The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint f |
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| November 6, 2024 |
PHYT / Pyrophyte Acquisition Corp. / BERKLEY W R CORP - SCHEDULE 13G Passive Investment SC 13G 1 w79881046a.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PYROPHYTE ACQUISITION CORP. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of This Statement) Che |
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| October 30, 2024 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Class A Ordinary Shares, par value $0. |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 29, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission F |
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| September 30, 2024 |
Exhibit 10.3 PYROPHYTE ACQUISITION CORP. 3262 Westheimer Road, Suite 706 Houston, Texas September 25, 2024 Pyrophyte Acquisition LLC 3262 Westheimer Road, Suite 706 Houston, Texas Re: Amended and Restated Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and among Pyrophyte Acquisition Corp. (the “Company”) and Pyrophyte Acquisition LLC (the “Spons |
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| September 30, 2024 |
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, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PYROPHYTE ACQUISITION CORP. (Exact name of registrant as s |
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| September 10, 2024 |
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, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PYROPHYTE ACQUISITION CORP. (Exact name of registrant as |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (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: June 30, 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 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ 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 001-40957 PYROPHYTE ACQUISITION CORP |
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| May 24, 2024 |
Exhibit 10.15 THIS AMENDED & RESTATED CONVERTIBLE PROMISSORY NOTE (THIS “AMENDED & RESTATED NOTE”) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVEST |
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| May 24, 2024 |
Exhibit 10.18 AMENDMENT NO. 1 TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT NO. 1 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment”) is made as of April 24, 2024, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). Capitalized terms contained in |
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| May 24, 2024 |
Exhibit 10.6 July 1, 2022 As of July 1, 2022, the prior arrangement of having Pyrophyte Acquisition Corp. (“Pyrophyte”) provide Pyrophyte Acquisition LLC (“Sponsor”) a monthly payment of $15,000 is hereby amended to reduce this monthly amount paid by Pyrophyte to Sponsor to $5,000 per month. Sincerely, /s/ Bernard J. Duroc-Danner /s/ Sten L. Gustafson Bernard J. Duroc-Danner Sten L. Gustafson Chai |
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| May 24, 2024 |
Exhibit 97.1 PYROPHYTE ACQUISITION CORP. POLICY FOR THE RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION A. OVERVIEW In accordance with the applicable rules of the New York Stock Exchange Listed Company Manual (the “NYSE Rules”), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of Pyrophyte Acquisiti |
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| May 24, 2024 |
Amendment No. 1 to the Amended and Restated Memorandum and Articles of Association. Exhibit 3.2 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Pyrophyte Acquisition Corp. (ROC # 371601) (the “Company”) TAKE NOTICE that at an extraordinary general meeting of the shareholders of the Company held on 24 April 2023, the following special resolutions were passed: “RESOLVED as a special resolution THAT, effective immediately, the Amen |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (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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| April 29, 2024 |
Exhibit 10.2 THIS SECOND AMENDED & RESTATED CONVERTIBLE PROMISSORY NOTE (THIS “AMENDED & RESTATED NOTE”) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 26, 2024 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its Articles) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commiss |
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| April 29, 2024 |
Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Pyrophyte Acquisition Corp. (ROC # 371601) (the “Company”) TAKE NOTICE that at an extraordinary general meeting of the shareholders of the Company held on 26 April 2024, the following special resolutions were passed: “RESOLVED as a special resolution THAT, effective immediately, the Amen |
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| April 29, 2024 |
Exhibit 10.1 PROMISSORY NOTE Principal Amount: Up to $1,080,000 Dated as of April 26, 2024 Pyrophyte Acquisition Corp., a Cayman Islands exempt company (the “Maker”), promises to pay to the order of Pyrophyte Acquisition LLC, a Delaware limited liability company, or its registered assigns or successors in interest (the “Payee”), or order, the principal sum of One Million Eighty Thousand Dollars ($ |
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| April 23, 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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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 22, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission Fil |
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| April 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 17, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission Fil |
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| April 22, 2024 |
Pyrophyte Acquisition Corp. Receives NYSE Notice Regarding Delayed Form 10-K Filing Exhibit 99.1 Pyrophyte Acquisition Corp. Receives NYSE Notice Regarding Delayed Form 10-K Filing HOUSTON, TEXAS, April 22, 2024 (GLOBE NEWSWIRE) - Pyrophyte Acquisition Corp. (NYSE: PHYT) (the “Company”) today announced that it received a notice from the New York Stock Exchange (the “NYSE”) indicating that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual as a |
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| April 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ––––––––––––––––––––––––––––––– Information Required in Proxy Statement Schedule 14A Information 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 ☐ Confide |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (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, 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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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A ––––––––––––––––––––––––––––––– Information Required in Proxy Statement Schedule 14A Information 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 ☐ Confide |
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| February 20, 2024 |
Exhibit 99.1 FOR IMMEDIATE RELEASE MEDIA CONTACT: [email protected] February 16, 2024 Sio’s Statement on Minister Schmidt’s Decision Today This is a huge loss for Manitoba and Canada as a whole. Of course, we are disappointed with the decision of the NDP Government today on our licence, especially in light of the fact that Sio was advised that the province had no more questions. In fact, Minister |
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| February 20, 2024 |
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): February 16, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission |
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| February 20, 2024 |
Exhibit 99.1 FOR IMMEDIATE RELEASE MEDIA CONTACT: [email protected] February 16, 2024 Sio’s Statement on Minister Schmidt’s Decision Today This is a huge loss for Manitoba and Canada as a whole. Of course, we are disappointed with the decision of the NDP Government today on our licence, especially in light of the fact that Sio was advised that the province had no more questions. In fact, Minister |
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| February 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 16, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission |
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| February 14, 2024 |
EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including additional amendments thereto) with respect to the shares of Common Stock, $0.0001 par value per share, of Pyrophyte Acquisition Corp. This Joint F |
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| February 14, 2024 |
PHYT / Pyrophyte Acquisition Corp. / GLAZER CAPITAL, LLC Passive Investment SC 13G/A 1 phyt20231231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 PYROPHYTE ACQUISITION CORP. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appro |
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| February 14, 2024 |
PHYT / Pyrophyte Acquisition Corp. / Vivaldi Asset Management, LLC Passive Investment SC 13G 1 schedule13gphyt21424.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Pyrophyte Acquisition Corp (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this State |
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| February 14, 2024 |
PHYT / Pyrophyte Acquisition Corp. / Meteora Capital, LLC Passive Investment SC 13G 1 meteoraphyt123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Pyrophyte Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement |
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| February 14, 2024 |
PHYT / Pyrophyte Acquisition Corp. / BALYASNY ASSET MANAGEMENT LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pyrophyte Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CINS Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 7, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pyrophyte Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate |
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| February 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Pyrophyte Acquisition Corp (Name of Issuer) Common Stock (Title of Class of Securities) G7308P101 (CUSIP Number) January 26, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is file |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 12, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission F |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 12, 2024 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission F |
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| November 20, 2023 |
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, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PYROPHYTE ACQUISITION CORP. (Exact name of registrant |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 (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, 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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| November 13, 2023 |
Exhibit 96.2 TECHNICAL REPORT SUMMARY DEN PROPERTY MANITOBA, CANADA Submitted to: Sio Silica Corporation Report Date: Effective Date: October 8, 2023 October 6, 2023 Stantec Consulting Ltd. 200, 325 – 25 Street SE Calgary, Alberta T2P 7H8 Tel: (403) 716-8000 Author(s): Ivan Minev, P. Geol. Keith Wilson, P. Eng. Derek Loveday, P. Geol. Project No. 129500488 TECHNICAL REPORT SUMMARY, DEN PROPERTY, M |
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| November 13, 2023 |
Exhibit 99.2 Unit References: $: U.S. Dollars t: metric tonnes Mt: million metric tonnes • Vivian Sand Project is a large, continuous high purity, low cost silica deposit with low impact silica extraction and beneficiation processes without harmful chemicals • 99.91% (1) purity silica consistent throughout the entire deposit, following a minimal cost beneficiation process Asset • Sio Silica is dev |
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| November 13, 2023 |
Exhibit 10.4 LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”) is made and entered into as of November 13, by and among the Lock-Up Shareholders (as defined in the Business Combination Agreement) (each, a “Lock-Up Party” and, collectively, the “Lock-Up Parties”) and Sio Silica Incorporated, an Alberta corporation (such entity, following the Business Combination (as defined below), “New S |
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| November 13, 2023 |
Exhibit 96.1 TECHNICAL REPORT SUMMARY BRU PROPERTY MANITOBA, CANADA Submitted to: Sio Silica Corporation Report Date: Effective Date: October 6, 2023 October 5, 2023 Stantec Consulting Ltd. 200, 325 – 25 Street SE Calgary, Alberta T2P 7H8 Tel: (403) 716-8000 Author(s): Ivan Minev, P. Geol. Keith Wilson, P. Eng. Derek Loveday, P. Geol. Project No. 129500488 TECHNICAL REPORT SUMMARY, BRU PROPERTY, M |
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| November 13, 2023 |
Form of Sio Shareholder Support Agreement. Exhibit 10.6 FORM OF SUPPORT AGREEMENT THIS SUPPORT AGREEMENT is made effective as of [], 2023 BETWEEN: PYROPHYTE ACQUISITION CORP., a Cayman Islands exempted company (“SPAC”) - and – SIO SILICA CORPORATION, an Alberta corporation (the “Company”) - and – [securityholder] (the “Securityholder”) WHEREAS, concurrently with the execution and delivery of this Agreement, SPAC, the Company, Snowbank Newc |
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| November 13, 2023 |
Form of Sio Shareholder Support Agreement. Exhibit 10.6 FORM OF SUPPORT AGREEMENT THIS SUPPORT AGREEMENT is made effective as of [], 2023 BETWEEN: PYROPHYTE ACQUISITION CORP., a Cayman Islands exempted company (“SPAC”) - and – SIO SILICA CORPORATION, an Alberta corporation (the “Company”) - and – [securityholder] (the “Securityholder”) WHEREAS, concurrently with the execution and delivery of this Agreement, SPAC, the Company, Snowbank Newc |
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| November 13, 2023 |
Exhibit 99.2 Unit References: $: U.S. Dollars t: metric tonnes Mt: million metric tonnes • Vivian Sand Project is a large, continuous high purity, low cost silica deposit with low impact silica extraction and beneficiation processes without harmful chemicals • 99.91% (1) purity silica consistent throughout the entire deposit, following a minimal cost beneficiation process Asset • Sio Silica is dev |
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| November 13, 2023 |
Exhibit 99.1 SIO SILICA CORPORATION TO GO PUBLIC VIA BUSINESS COMBINATION WITH PYROPHYTE ACQUISITION CORP., ACCELERATING MISSION TO DISRUPT THE MARKET FOR HIGH-PURITY QUARTZ SILICA, A CRITICAL MINERAL IN THE WORLD’S TRANSITION TO NET ZERO ● Proceeds from the Business Combination Expected to Accelerate Sio’s Entrance into the High-Purity Crystalline Quartz Market and Its Mission Toward Becoming an |
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| November 13, 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 13, 2023 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission |
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| November 13, 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 13, 2023 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission |
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| November 13, 2023 |
Exhibit 96.1 TECHNICAL REPORT SUMMARY BRU PROPERTY MANITOBA, CANADA Submitted to: Sio Silica Corporation Report Date: Effective Date: October 6, 2023 October 5, 2023 Stantec Consulting Ltd. 200, 325 – 25 Street SE Calgary, Alberta T2P 7H8 Tel: (403) 716-8000 Author(s): Ivan Minev, P. Geol. Keith Wilson, P. Eng. Derek Loveday, P. Geol. Project No. 129500488 TECHNICAL REPORT SUMMARY, BRU PROPERTY, M |
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| November 13, 2023 |
Exhibit 96.1 TECHNICAL REPORT SUMMARY BRU PROPERTY MANITOBA, CANADA Submitted to: Sio Silica Corporation Report Date: Effective Date: October 6, 2023 October 5, 2023 Stantec Consulting Ltd. 200, 325 – 25 Street SE Calgary, Alberta T2P 7H8 Tel: (403) 716-8000 Author(s): Ivan Minev, P. Geol. Keith Wilson, P. Eng. Derek Loveday, P. Geol. Project No. 129500488 TECHNICAL REPORT SUMMARY, BRU PROPERTY, M |
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| November 13, 2023 |
Form of Subscription Agreement with Non-Insider PIPE Investors. Exhibit 10.1 Execution Version Friends & Family FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 13, 2023, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte”), Sio Silica Corporation, an Alberta corporation (“Sio”), Sio Silica Incorporated., a newly-formed Alberta corporation formed solely |
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| November 13, 2023 |
Form of Subscription Agreement with Insider PIPE Investors. Exhibit 10.2 Execution Version SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 13, 2023, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte”), Sio Silica Corporation, an Alberta corporation (“Sio”), Sio Silica Incorporated, a newly-formed Alberta corporation formed solely for the purposes of engag |
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| November 13, 2023 |
Exhibit 10.5 SPONSOR SUPPORT AGREEMENT THIS SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of November 13, 2023, is entered into by and among Sio Silica Incorporated, an Alberta corporation (“Sio Silica Incorporated”), Sio Silica Corporation, an Alberta corporation (the “Company”), Pyrophyte Acquisition LLC, a Delaware limited liability company (“Sponsor”), Pyrophyte Acquisition Corp., a C |
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| November 13, 2023 |
Exhibit 10.5 SPONSOR SUPPORT AGREEMENT THIS SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of November 13, 2023, is entered into by and among Sio Silica Incorporated, an Alberta corporation (“Sio Silica Incorporated”), Sio Silica Corporation, an Alberta corporation (the “Company”), Pyrophyte Acquisition LLC, a Delaware limited liability company (“Sponsor”), Pyrophyte Acquisition Corp., a C |
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| November 13, 2023 |
Form of Subscription Agreement with Insider PIPE Investors. Exhibit 10.2 Execution Version SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 13, 2023, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte”), Sio Silica Corporation, an Alberta corporation (“Sio”), Sio Silica Incorporated, a newly-formed Alberta corporation formed solely for the purposes of engag |
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| November 13, 2023 |
Form of Non-Redemption Agreement. Exhibit 10.3 NON-REDEMPTION AGREEMENT THIS NON-REDEMPTION AGREEMENT (this “Agreement”) is made and entered into as of November 13, 2023 by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte” or the “Issuer”), Verition Multi-Strategy Master Fund Ltd., a Cayman Islands exempted company with limited liability and a holder of certain Pyrophyte Class A Shares (as defin |
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| November 13, 2023 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among PYROPHYTE ACQUISITION CORP., SIO SILICA CORPORATION, SNOWBANK NEWCO ALBERTA ULC, and SIO SILICA INCORPORATED Dated as of November 13, 2023 Table of Contents Page Article I DEFINITIONS 4 Section 1.01 Certain Definitions 4 Section 1.02 Further Definitions 19 Section 1.03 Construction 22 Article II THE ARRANGEMENT; THE TRANSACTIONS; CLOSING 23 S |
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| November 13, 2023 |
Exhibit 10.5 SPONSOR SUPPORT AGREEMENT THIS SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of November 13, 2023, is entered into by and among Sio Silica Incorporated, an Alberta corporation (“Sio Silica Incorporated”), Sio Silica Corporation, an Alberta corporation (the “Company”), Pyrophyte Acquisition LLC, a Delaware limited liability company (“Sponsor”), Pyrophyte Acquisition Corp., a C |
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| November 13, 2023 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among PYROPHYTE ACQUISITION CORP., SIO SILICA CORPORATION, SNOWBANK NEWCO ALBERTA ULC, and SIO SILICA INCORPORATED Dated as of November 13, 2023 Table of Contents Page Article I DEFINITIONS 4 Section 1.01 Certain Definitions 4 Section 1.02 Further Definitions 19 Section 1.03 Construction 22 Article II THE ARRANGEMENT; THE TRANSACTIONS; CLOSING 23 S |
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| November 13, 2023 |
Form of Non-Redemption Agreement. Exhibit 10.3 NON-REDEMPTION AGREEMENT THIS NON-REDEMPTION AGREEMENT (this “Agreement”) is made and entered into as of November 13, 2023 by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte” or the “Issuer”), Verition Multi-Strategy Master Fund Ltd., a Cayman Islands exempted company with limited liability and a holder of certain Pyrophyte Class A Shares (as defin |
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| November 13, 2023 |
Exhibit 10.4 LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”) is made and entered into as of November 13, by and among the Lock-Up Shareholders (as defined in the Business Combination Agreement) (each, a “Lock-Up Party” and, collectively, the “Lock-Up Parties”) and Sio Silica Incorporated, an Alberta corporation (such entity, following the Business Combination (as defined below), “New S |
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| November 13, 2023 |
Exhibit 99.1 SIO SILICA CORPORATION TO GO PUBLIC VIA BUSINESS COMBINATION WITH PYROPHYTE ACQUISITION CORP., ACCELERATING MISSION TO DISRUPT THE MARKET FOR HIGH-PURITY QUARTZ SILICA, A CRITICAL MINERAL IN THE WORLD’S TRANSITION TO NET ZERO ● Proceeds from the Business Combination Expected to Accelerate Sio’s Entrance into the High-Purity Crystalline Quartz Market and Its Mission Toward Becoming an |
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| November 13, 2023 |
EX-96.2 10 ea186711ex96-2pyrophyte.htm TECHNICAL REPORT SUMMARY FOR DEN PROPERTY Exhibit 96.2 TECHNICAL REPORT SUMMARY DEN PROPERTY MANITOBA, CANADA Submitted to: Sio Silica Corporation Report Date: Effective Date: October 8, 2023 October 6, 2023 Stantec Consulting Ltd. 200, 325 – 25 Street SE Calgary, Alberta T2P 7H8 Tel: (403) 716-8000 Author(s): Ivan Minev, P. Geol. Keith Wilson, P. Eng. Derek |
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| November 13, 2023 |
Form of Non-Redemption Agreement. Exhibit 10.3 NON-REDEMPTION AGREEMENT THIS NON-REDEMPTION AGREEMENT (this “Agreement”) is made and entered into as of November 13, 2023 by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte” or the “Issuer”), Verition Multi-Strategy Master Fund Ltd., a Cayman Islands exempted company with limited liability and a holder of certain Pyrophyte Class A Shares (as defin |
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| November 13, 2023 |
Exhibit 10.4 LOCK-UP AGREEMENT This Lock-Up Agreement (this “Agreement”) is made and entered into as of November 13, by and among the Lock-Up Shareholders (as defined in the Business Combination Agreement) (each, a “Lock-Up Party” and, collectively, the “Lock-Up Parties”) and Sio Silica Incorporated, an Alberta corporation (such entity, following the Business Combination (as defined below), “New S |
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| November 13, 2023 |
Exhibit 99.1 SIO SILICA CORPORATION TO GO PUBLIC VIA BUSINESS COMBINATION WITH PYROPHYTE ACQUISITION CORP., ACCELERATING MISSION TO DISRUPT THE MARKET FOR HIGH-PURITY QUARTZ SILICA, A CRITICAL MINERAL IN THE WORLD’S TRANSITION TO NET ZERO ● Proceeds from the Business Combination Expected to Accelerate Sio’s Entrance into the High-Purity Crystalline Quartz Market and Its Mission Toward Becoming an |
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| November 13, 2023 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among PYROPHYTE ACQUISITION CORP., SIO SILICA CORPORATION, SNOWBANK NEWCO ALBERTA ULC, and SIO SILICA INCORPORATED Dated as of November 13, 2023 Table of Contents Page Article I DEFINITIONS 4 Section 1.01 Certain Definitions 4 Section 1.02 Further Definitions 19 Section 1.03 Construction 22 Article II THE ARRANGEMENT; THE TRANSACTIONS; CLOSING 23 S |
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| November 13, 2023 |
Form of Subscription Agreement with Insider PIPE Investors. Exhibit 10.2 Execution Version SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 13, 2023, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte”), Sio Silica Corporation, an Alberta corporation (“Sio”), Sio Silica Incorporated, a newly-formed Alberta corporation formed solely for the purposes of engag |
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| November 13, 2023 |
Exhibit 10.1 Execution Version Friends & Family FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 13, 2023, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte”), Sio Silica Corporation, an Alberta corporation (“Sio”), Sio Silica Incorporated., a newly-formed Alberta corporation formed solely |
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| November 13, 2023 |
Exhibit 96.2 TECHNICAL REPORT SUMMARY DEN PROPERTY MANITOBA, CANADA Submitted to: Sio Silica Corporation Report Date: Effective Date: October 8, 2023 October 6, 2023 Stantec Consulting Ltd. 200, 325 – 25 Street SE Calgary, Alberta T2P 7H8 Tel: (403) 716-8000 Author(s): Ivan Minev, P. Geol. Keith Wilson, P. Eng. Derek Loveday, P. Geol. Project No. 129500488 TECHNICAL REPORT SUMMARY, DEN PROPERTY, M |
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| November 13, 2023 |
Form of Sio Shareholder Support Agreement. Exhibit 10.6 FORM OF SUPPORT AGREEMENT THIS SUPPORT AGREEMENT is made effective as of [], 2023 BETWEEN: PYROPHYTE ACQUISITION CORP., a Cayman Islands exempted company (“SPAC”) - and – SIO SILICA CORPORATION, an Alberta corporation (the “Company”) - and – [securityholder] (the “Securityholder”) WHEREAS, concurrently with the execution and delivery of this Agreement, SPAC, the Company, Snowbank Newc |
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| November 13, 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 13, 2023 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or incorporation or organization) (Commission |
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| November 13, 2023 |
Form of Subscription Agreement with Non-Insider PIPE Investors. Exhibit 10.1 Execution Version Friends & Family FORM OF SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on November 13, 2023, by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (“Pyrophyte”), Sio Silica Corporation, an Alberta corporation (“Sio”), Sio Silica Incorporated., a newly-formed Alberta corporation formed solely |
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| November 13, 2023 |
Exhibit 99.2 Unit References: $: U.S. Dollars t: metric tonnes Mt: million metric tonnes • Vivian Sand Project is a large, continuous high purity, low cost silica deposit with low impact silica extraction and beneficiation processes without harmful chemicals • 99.91% (1) purity silica consistent throughout the entire deposit, following a minimal cost beneficiation process Asset • Sio Silica is dev |
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| August 21, 2023 |
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, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PYROPHYTE ACQUISITION CORP. (Exact name of registrant as s |
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| August 21, 2023 |
Amendment to the Registrant’s Amended and Restated Memorandum and Articles of Association. Exhibit 3.2 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Pyrophyte Acquisition Corp. (ROC # 371601) (the “Company”) TAKE NOTICE that at an extraordinary general meeting of the shareholders of the Company held on 24 April 2023, the following special resolutions were passed: “RESOLVED as a special resolution THAT, effective immediately, the Amen |
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| August 21, 2023 |
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 PYROPHYTE ACQUISITION CORP. (adopted by special resolution dated 26 October 2021 and effective on 26 October 2021) THE COMPANIES ACT (AS RevisioN) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF P |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 (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: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q 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 16, 2023 |
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, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PYROPHYTE ACQUISITION CORP. (Exact name of registrant as |
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| May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 (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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| May 5, 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 MAKER TH |
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| May 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): May 4, 2023 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commission |
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| April 28, 2023 |
Amendment to the Registrant's Amended and Restated Memorandum and Articles of Association. Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF PYROPHYTE ACQUISITION CORP. RESOLUTIONS OF THE SHAREHOLDERS OF THE COMPANY "RESOLVED as a special resolution THAT, effective immediately, the Amended and Restated Memorandum and Articles of Association of the company be amended by: a) amending Article 51.2 as follows: "Prior to the consummation of a Busines |
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| April 28, 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 24, 2023 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commissi |
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| April 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ 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 001-40957 PYROPHYT |
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| April 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 x 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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| April 11, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information 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 |
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| April 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (Check One): x 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 17, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information 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 |
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| February 14, 2023 |
PHYT / Pyrophyte Acquisition Corp - Class A / GLAZER CAPITAL, LLC Passive Investment SC 13G 1 phyt20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Pyrophyte Acquisition Corporation (Name of Issuer) Class A ordinary share, $0.0001 par value per share (Title of Class of Securities) G7308P101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appr |
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| February 14, 2023 |
SC 13G 1 d466003dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Pyrophyte Acquisition Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) G7308P101 (CINS Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 14, 2023 |
EX-99.1 2 d466003dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including additional amendments thereto) with respect to the shares of Common Stock, $0.0001 par value per share, of Pyrophyte Ac |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to PYROPHYTE ACQUISITION CORP. (Exact name |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-38508 CUSIP Number: G7308P 101 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-CEN ??Form N-CSR For Period Ended: June 30, 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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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES ? SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40957 CUSIP Number: G7308P 101 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K x Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 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 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 31, 2022 |
Exhibit 4.5 DESCRIPTION OF SECURITIES The following description of Pyrophyte Acquisition Corp.?s (the ?Company,? ?we? or ?us?) securities is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to the Company?s amended and restated memorandum and articles of association, which is incorporated by reference as an exhibit to the Annual Report on F |
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| February 14, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Pyrophyte Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) G7308P101 (CINS Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Pyrophyte Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Titles of Class of Securities) G7308P 101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box |
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| December 10, 2021 |
Exhibit 99.1 Pyrophyte Acquisition Corp. Announces the Separate Trading of its Ordinary Shares and Warrants, Commencing December 17, 2021 Houston, TX?December 10, 2021 ? Pyrophyte Acquisition Corp. (NYSE: PHYT.U) (the ?Company?) today announced that, commencing December 17, 2021, holders of the units sold in the Company?s initial public offering may elect to separately trade the Company?s Class A |
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| December 10, 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 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 10, 2021 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commi |
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| December 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transitio n period from to PYROPHYTE ACQUISITION CORP. (Exact |
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| November 8, 2021 |
ADAGE CAPITAL PARTNERS GP, L.L.C. - PYROPHYTE ACQUISITION CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Pyrophyte Acquisition Corp. (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G7308P119** (CUSIP Number) October 29, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate t |
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| November 5, 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 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 29, 2021 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commis |
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| November 5, 2021 |
EX-99.1 2 tm2131769d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 PYROPHYTE ACQUISITION CORP. Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of October 29, 2021 F-3 Notes to Financial Statement F-4 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Pyrophyte Acquisition Corp. Opinion on the Financial Statement We have au |
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| November 5, 2021 |
BALYASNY ASSET MANAGEMENT LLC - SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Pyrophyte Acquisition Corp. (Name of Issuer) Common Stock (Title of Class of Securities) G7308P119 (CINS Number) October 27, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? Rule 13d- |
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| October 29, 2021 |
EX-10.4 8 tm218959d21ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of October 26, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Pyrophyte Acquisition LLC, a Cayman Island |
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| October 29, 2021 |
Exhibit 10.1 October 26, 2021 Pyrophyte Acquisition Corp. 3262 Westheimer Road Suite 706 Houston, TX 77098 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 Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company |
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| October 29, 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 PYROPHYTE ACQUISITION CORP. (adopted by special resolution dated 26 October 2021 and effective on 26 October 2021) THE COMPANIES ACT (AS RevisioN) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF P |
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| October 29, 2021 |
Exhibit 1.1 Pyrophyte ACQUISITION CORP. 17,500,000 Units ($10.00 per Unit) Underwriting Agreement October 26, 2021 Underwriting Agreement October 26, 2021 UBS Securities LLC 1285 Avenue of the Americas New York, NY 10019 as Representative of the Underwriters Ladies and Gentlemen: Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), proposes to issue and sell to the under |
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| October 29, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of October 26, 2021 by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File |
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| October 29, 2021 |
Exhibit 99.2 Pyrophyte Acquisition Corp. Announces Full Exercise of Over-Allotment Option and Closing of $201.25 Million Initial Public Offering Houston, TX, Oct. 29, 2021 (GLOBE NEWSWIRE) - Pyrophyte Acquisition Corp. (NYSE: PHYT.U) (the ?Company?) today announced that it closed its initial public offering of 20,125,000 units, including 2,625,000 units issued pursuant to the exercise by the under |
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| October 29, 2021 |
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 26, 2021 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands 001-40957 N/A (State or other jurisdiction of incorporation) (Commis |
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| October 29, 2021 |
EX-10.3 7 tm218959d21ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 26, 2021, is made and entered into by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the “Company”), Pyrophyte Acquisition LLC, a Delaware limited liability company (the “Sponsor”) and each of the undersigned p |
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| October 29, 2021 |
Exhibit 10.5 PYROPHYTE ACQUISITIONS CORP. 3262 Westheimer Road, Suite 706 Houston, Texas October 25, 2021 Pyrophyte Acquisition LLC 3262 Westheimer Road, Suite 706 Houston, Texas Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this ?Agreement?) by and among Pyrophyte Acquisitions Corp. (the ?Company?) and Pyrophyte Acquisition LLC (the ?Sponsor?), dated as of the |
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| October 29, 2021 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of October 26, 2021, is by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the ?Warrant Agent?, and also referred to herein as the ?Transfer Agent?) |
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| October 29, 2021 |
Pyrophyte Acquisition Corp. Announces Pricing of $175 Million Initial Public Offering Exhibit 99.1 Pyrophyte Acquisition Corp. Announces Pricing of $175 Million Initial Public Offering Houston, TX , Oct. 26, 2021 (GLOBE NEWSWIRE) - Pyrophyte Acquisition Corp. (the ?Company?) today announced the pricing of its initial public offering of 17,500,000 units at a price of $10.00 per unit. The units will be listed on the New York Stock Exchange (the ?NYSE?) and trade under the ticker symb |
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| October 28, 2021 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-260041 PROSPECTUS Pyrophyte Acquisition Corp. $175,000,000 17,500,000 Units Pyrophyte 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 combination with one o |
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| October 25, 2021 |
Pyrophyte Acquisition Corp. 3262 Westheimer Road, Suite 706 Houston, Texas 77098 Pyrophyte Acquisition Corp. 3262 Westheimer Road, Suite 706 Houston, Texas 77098 October 25, 2021 VIA EDGAR Liz Packebusch United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Withdrawal of Acceleration Request Registration Statement on Form S-1 (File No. 333-260041) of Pyrophyte Acquisition Corp. (the “Company”) Dear Ms. Pa |
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| October 25, 2021 |
UBS SECURITIES LLC 1285 Avenue Of The Americas New York, NY 10019 UBS SECURITIES LLC 1285 Avenue Of The Americas New York, NY 10019 October 25, 2021 VIA EDGAR U. |
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| October 25, 2021 |
Pyrophyte Acquisition Corp. 3262 Westheimer Road, Suite 706 Houston, Texas 77098 Pyrophyte Acquisition Corp. 3262 Westheimer Road, Suite 706 Houston, Texas 77098 October 25, 2021 VIA EDGAR Liz Packebusch U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Pyrophyte Acquisition Corp. Registration Statement on Form S-1 Filed October 5, 2021, as amended File No. 333-260041 Dear Ms. Packebusch: Pursuant to Rule 461 |
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| October 25, 2021 |
[Signature page follows] Very truly yours, October 25, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Liz Packebusch Re: Pyrophyte Acquisition Corp. Registration Statement on Form S-1 Filed October 5, 2021, as amended File No. 333-260041 Dear Ms. Packebusch: On October 21, the undersigned, as the representative of the several underwriters, joined in the r |
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| October 22, 2021 |
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 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 PYROPHYTE ACQUISITION CORP. (Exact name of registrant as specified in its charter) Cayman Islands (State of incorporation or organization) N/A (I.R.S. Employer Identification No.) 3262 Westheimer |
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| October 21, 2021 |
Pyrophyte Acquisition Corp. 3262 Westheimer Road, Suite 706 Houston, Texas 77098 Pyrophyte Acquisition Corp. 3262 Westheimer Road, Suite 706 Houston, Texas 77098 October 21, 2021 VIA EDGAR Liz Packebusch U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: ?????????Pyrophyte Acquisition Corp. Registration Statement on Form S-1 Filed October 5, 2021, as amended File No. 333-260041 Dear Ms. Packebusch: Pursuant to |
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| October 21, 2021 |
UBS SECURITIES LLC 1285 Avenue Of The Americas New York, NY 10019 CORRESP 1 filename1.htm UBS SECURITIES LLC 1285 Avenue Of The Americas New York, NY 10019 October 21, 2021 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Liz Packebusch Re: Pyrophyte Acquisition Corp. Registration Statement on Form S-1 Filed October 5, 2021, as amended File No. 333-260041 Dear Ms. Packebusch: Pursuant |
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| October 19, 2021 |
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 PYROPHYTE ACQUISITION CORP. (adopted by special resolution dated [DATE] 2021 and effective on [DATE] 2021) THE COMPANIES ACT (AS RevisioN) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF PYROPHYTE |
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| October 19, 2021 |
As filed with the U.S. Securities and Exchange Commission on October 19, 2021. TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on October 19, 2021. Registration No. 333-260041 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands (State or other juris |
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| October 19, 2021 |
October?19, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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| October 14, 2021 |
Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G7308P 101 PYROPHYTE ACQUISITION CORP. CLASS A ORDINARY SHARES THIS CERTIFIES THAT is the owner of Class A ordinary shares, par value $0.0001 per share (each, a ?Class A Ordinary Share?), of Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), transferable on the books of the Company in person or by d |
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| October 14, 2021 |
Exhibit 10.9 THIS CONVERTIBLE PROMISSORY NOTE (THIS ?NOTE?) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFER |
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| October 14, 2021 |
Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW PYROPHYTE ACQUISITION CORP. Incorporated Under the Laws of the Cayman Islands CUSIP G7308P 127 Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the regis |
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| October 14, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021 by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. 33 |
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| October 14, 2021 |
Exhibit 10.1 [?], 2021 Pyrophyte Acquisition Corp. 3262 Westheimer Road Suite 706 Houston, TX 77098 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 Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and |
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| October 14, 2021 |
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 PYROPHYTE ACQUISITION CORP. (adopted by special resolution dated [DATE] 2021 and effective on [DATE] 2021) THE COMPANIES ACT (AS RevisioN) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF PYROPHYTE |
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| October 14, 2021 |
Exhibit 10.5 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [?], 2021, by and between PYROPHYTE ACQUISITION CORP., a Cayman Islands exempted company (the ?Company?), and (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provide |
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| October 14, 2021 |
Exhibit 14.1 PYROPHYTE ACQUISITION CORP. FORM OF CODE OF BUSINESS CONDUCT AND ETHICS Effective [?] I. Introduction The Board of Directors (the ?Board?) of Pyrophyte Acquisition Corp. has adopted this code of business conduct and ethics (this ?Code?), as amended from time to time by the Board and which is applicable to all of the Company?s directors, officers and employees (to the extent that emplo |
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| October 14, 2021 |
As filed with the U.S. Securities and Exchange Commission on October 14, 2021. S-1/A 1 tm218959-9s1a.htm S-1/A As filed with the U.S. Securities and Exchange Commission on October 14, 2021. Registration No. 333-260041 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands (State |
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| October 14, 2021 |
Form of Administrative Services Agreement between the Registrant and Pyrophyte Acquisition LLC. Exhibit 10.8 PYROPHYTE ACQUISITION CORP. 3262 Westheimer Road Suite 706 Houston, TX 77098 [?], 2021 Pyrophyte Acquisition LLC 3262 Westheimer Road Suite 706 Houston, TX 77098 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this ?Agreement?) by and between Pyrophyte Acquisition Corp. (the ?Company?) and Pyrophyte Acquisition LLC (the ?Sponsor?), dated as of the da |
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| October 14, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), Pyrophyte Acquisition LLC, a Delaware limited liability company (the ?Sponsor?) and each of the undersigned parties listed on the signature page hereto under ?Ho |
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| October 14, 2021 |
EX-4.1 4 tm218959d10ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP G7308P 119 PYROPHYTE ACQUISITION CORP. UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units of Pyrophyte Acquisition Corp., a Cayman |
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| October 14, 2021 |
Exhibit 10.4 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [?], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and among Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the ?Company?), and Pyrophyte Acquisition LLC, a Cayman Islands exempted limited liability company (the ?Sponsor? |
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| October 14, 2021 |
Form of Underwriting Agreement. EX-1.1 2 tm218959d10ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Pyrophyte ACQUISITION CORP. 17,500,000 Units ($10.00 per Unit) Underwriting Agreement October [], 2021 Underwriting Agreement October [], 2021 UBS Securities LLC 1285 Avenue of the Americas New York, NY 10019 as Representative of the Underwriters Ladies and Gentlemen: Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the “Company” |
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| October 5, 2021 |
Consent of Bernard Duroc-Danner.* Exhibit 99.1 Consent to be Named as a Director Nominee In connection with the filing by Pyrophyte Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Pyrophyte |
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| October 5, 2021 |
Consent of Bryan Guido Hassin. Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Pyrophyte Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Pyrophyte |
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| October 5, 2021 |
Promissory Note issued to Pyrophyte Acquisition LLC.* 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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| October 5, 2021 |
Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Pyrophyte Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Pyrophyte |
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| October 5, 2021 |
Consent of Per Hornung Pederson. EX-99.2 8 tm218959d6ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by Pyrophyte Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nom |
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| October 5, 2021 |
Power of Attorney (included in the signature page of this Registration Statement).* TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on October 4, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pyrophyte Acquisition Corp. (Exact name of registrant as specified in its charter) Cayman Islands (State or other jurisdiction of incorpora |
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| October 5, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.* Exhibit 4.4 FORM OF WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein as the “Transfer Agent” |
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| October 5, 2021 |
Memorandum and Articles of Association.* EX-3.1 2 tm218959d6ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF PYROPHYTE ACQUISITION CORP. Auth Code: B75830980447 www.verify.gov.ky THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF PYROPHYTE ACQUISITION CORP. 1 The name of the Co |
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| October 5, 2021 |
Securities Subscription Agreement between Pyrophyte Acquisition LLC and the Registrant.* Exhibit 10.7 Pyrophyte Acquisition Corp. 3262 Westheimer Rd., Suite 706 Houston, Texas 77098 February 12, 2021 Pyrophyte Acquisition LLC 3262 Westheimer Rd., Suite 706 Houston, Texas 77098 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the ?Agreement?) is entered into on February 12, 2021 by and between Pyrophyte Acquisition LLC, a limited liability company incorporate |
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| October 4, 2021 |
CORRESP 1 filename1.htm October 4, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attn: Liz Packebusch Re: Pyrophyte Acquisition Corp. Amendment No. 1 to Draft Registration Statement on Form S-1 Submitted August 16, 2021 CIK No. 0001848756 Dear Ms. Packebusch: On behalf of our client, Pyrophyte Acquisition Cor |
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| August 16, 2021 |
EX-4.4 2 filename2.htm Exhibit 4.4 FORM OF WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”, and also referred to herein |
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| August 16, 2021 |
TABLE OF CONTENTS This is a confidential draft submission to the U.S. Securities and Exchange Commission on August 13, 2021 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333-??????? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933? ? Pyrophyte Acquisition Corp. (Exa |
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| March 12, 2021 |
As confidentially submitted to the U.S. Securities and Exchange Commission on March 11, 2021. This draft registration statement has not been filed, publicly or otherwise, with the U.S. Securities and Exchange Commission and all information contained herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRAT |
