Basic Stats
| CIK | 1881462 |
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 Spree Acquisition Corp. 1 Limited - Equity Warrant
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| December 17, 2024 |
AMENDMENT NO. 3 TO INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 AMENDMENT NO. 3 TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT NO. 3 TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of December 17, 2024, is made by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Tru |
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| December 17, 2024 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SPREE ACQUISITION CORP. 1 LIMITED December 17, 2024 RESOLVED, as special resolutions, that: (i) Article 49.7 of the Articles of Association of the Company be deleted in its entirety and replaced as follows: “In the event that the Company does not consummate a Business Combination within 48 months from the c |
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| December 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 17, 2024 SPREE ACQUISITION CORP. |
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| December 3, 2024 |
DEF 14A 1 ea0223399-def14aspree.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| November 14, 2024 |
SHAP / Spree Acquisition Corp. 1 Limited / FIR TREE CAPITAL MANAGEMENT LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☐ Defin |
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| July 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41172 Spree Acquisitio |
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| June 27, 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 ☐ 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 001-41172 Spree Acquisition Corp. 1 Lim |
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| June 27, 2024 |
Exhibit 4.5 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, as amended The following description sets forth certain material terms and provisions of the securities of Spree Acquisition Corp. 1 Ltd. (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following desc |
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| June 27, 2024 |
Exhibit 10.7 3 Columbus Circle, 24th Floor New York, New York 10019 CONFIDENTIAL December 4th, 2023 Spree Acquisition Corp. 1 Limited 94 Yigal Alon, Building B, 31st Floor Tel Aviv, 6789139, Israel Attention: Shay Kronfeld Re: Engagement of Services Dear Eran: This will confirm the basis upon which Spree Acquisition Corp. 1 Limited (“Client”) has engaged (the “Engagement”) J.V.B. Financial Group, |
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| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended 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 Commission File No. 001-41172 Spree Acquisition |
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| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended 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 Commission File No. 001-41172 Spree Acquis |
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| March 8, 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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| February 23, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 SPREE ACQUISITION CORP. |
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| February 14, 2024 |
SHAP / Spree Acquisition Corp. 1 Limited / FIR TREE CAPITAL MANAGEMENT LP Passive Investment SC 13G 1 firtree-shap123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spree Acquisition Corp. 1 Ltd (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G83745102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statem |
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| February 14, 2024 |
SHAP / Spree Acquisition Corp. 1 Limited / RIVERNORTH CAPITAL MANAGEMENT, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* Spree Acquisition Corp. I Limited (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G83745102 (CUSIP Nu |
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| February 14, 2024 |
SHAP / Spree Acquisition Corp. 1 Limited / Radcliffe Capital Management, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No.1 ) SPREE ACQUISITION CORP. 1 LIMITED (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G8374 |
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| February 9, 2024 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Spree Acquisition Corp. 1, Ltd. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G83745110 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) C |
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| February 7, 2024 |
SHAP / Spree Acquisition Corp. 1 Limited / HIGHBRIDGE CAPITAL MANAGEMENT LLC Passive Investment SC 13G/A 1 p24-0471sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spree Acquisition Corp. 1 Limited (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G83745102 (CUSIP Number) December 31, 2023 (Date of event which requires filing of this statement) Ch |
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| February 5, 2024 |
Spree Acquisition Corp. 1 Limited 1922 Wildwood Place NE Atlanta, Georgia 30324 Spree Acquisition Corp. 1 Limited 1922 Wildwood Place NE Atlanta, Georgia 30324 February 5, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Keira Nakada Mara Ransom Lyn Shenk Alyssa Wall Re: Spree Acquisition Corp. 1 Limited Request for Withdrawal of Registration Statement on Form S-4 CIK No. 0001881462 File No. 3 |
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| January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 3, 2024 SPREE ACQUISITION CORP. |
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| December 22, 2023 |
Amendment to Investment Management Trust Agreement, dated as of December 21, 2023 Exhibit 10.1 AMENDMENT NO. 2 TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT NO. 2 TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of December 21, 2023, is made by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Tru |
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| December 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2023 SPREE ACQUISITION CORP. |
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| December 22, 2023 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SPREE ACQUISITION CORP. 1 LIMITED December 21, 2023 RESOLVED, as special resolutions, that: (i) Article 49.7 of the Articles of Association of the Company be deleted in its entirety and replaced as follows: “In the event that the Company does not consummate a Business Combination within 36 months from the c |
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| December 21, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2023 SPREE ACQUISITION CORP. |
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| December 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2023 SPREE ACQUISITION CORP. |
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| December 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| December 6, 2023 |
Exhibit 10.1 NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of December , 2023 by and among Spree Acquisition Corp. 1 Limited (“SHAP”), Spree Operandi, LP, a Cayman Islands exempted limited partnership, and its wholly-owned subsidiary, Spree Operandi U.S. LP, a Delaware limited partners |
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| December 6, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 6, 2023 SPREE ACQUISITION CORP. |
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| November 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 21, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2023 SPREE ACQUISITION CORP. |
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| November 21, 2023 |
Exhibit 99.1 SPREE ACQUISITION CORP. 1 LIMITED TO SEEK REVISED, 12-MONTH EXTENSION Shareholders to be given opportunity to participate in potential upside of business combination or redeem shares at upcoming extraordinary general meeting Atlanta, Georgia, Nov. 20, 2023 (GLOBE NEWSWIRE) - Spree Acquisition Corp. 1 Limited (NYSE: SHAP) (“Spree” or the “Company”) announced today that it intends to ca |
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| August 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2023 SPREE ACQUISITION CORP. |
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| August 23, 2023 |
Exhibit 99.1 SPREE ACQUISITION CORP. 1 LIMITED AND WHC WORLDWIDE, LLC MUTUALLY AGREE TO TERMINATE BUSINESS COMBINATION AGREEMENT Atlanta, Georgia and Kansas City, Missouri, August 23, 2023 (GLOBE NEWSWIRE) — Spree Acquisition Corp. 1 Limited, a special purpose acquisition company (NYSE: SHAP) (“Spree”), and WHC Worldwide, LLC, doing business as zTrip®, a technology-based, North American-wide trans |
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| August 23, 2023 |
Exhibit 10.1 TERMINATION OF BUSINESS COMBINATION AGREEMENT Termination of Business Combination Agreement, dated as of August 23, 2023 (this “Termination”), between Spree Acquisition Corp. 1 Limited, an exempted company with limited liability incorporated in the Cayman Islands (“Spree”), and WHC Worldwide, LLC, a Missouri limited liability company doing business as zTrip® (the “Company”). Capitaliz |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (CHECK ONE): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR Commission File Number: 001-41172 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 F |
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| June 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. ) SPREE ACQUISITION CORP. 1 LIMITED (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G83745 |
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| June 12, 2023 |
Promissory Note, dated June 12, 2023, issued by the Company to the Sponsor Exhibit 10.2 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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| June 12, 2023 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SPREE ACQUISITION CORP. 1 LIMITED June 12, 2023 RESOLVED, as special resolutions, that: (i) Article 49.7 of the Articles of Association of the Company be deleted in its entirety and replaced as follows: “In the event that the Company does not consummate a Business Combination within 27 months from the consu |
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| June 12, 2023 |
Amendment to Investment Management Trust Agreement, dated as of June 12, 2023 Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT THIS AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Amendment Agreement”), dated as of June 12, 2023, is made by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, |
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| June 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 12, 2023 SPREE ACQUISITION CORP. |
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| June 5, 2023 |
Exhibit 99.1 SPREE ACQUISITION CORP. 1 LIMITED ANNOUNCES CONTRIBUTIONS TO TRUST ACCOUNT IN CONNECTION WITH PROPOSED EXTENSION Atlanta, Georgia, June 05, 2023 (GLOBE NEWSWIRE) - Spree Acquisition Corp. 1 Limited (NYSE: SHAP) (“Spree” or the “Company”) announced today that, in connection with its previously announced extraordinary general meeting in lieu of the 2023 annual general meeting of shareho |
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| June 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| June 5, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 5, 2023 SPREE ACQUISITION CORP. |
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| May 22, 2023 |
Exhibit 99.2 REVISED PROXY CARD Spree Acquisition Corp. 1 LIMITED. 1922 Wildwood Place NE Atlanta, GA 30324 EXTRAORDINARY GENERAL MEETING IN LIEU OF 2023 ANNUAL GENERAL MEETING OF THE COMPANY JUNE 12, 2023 YOUR VOTE IS IMPORTANT FOLD AND DETACH HERE Spree Acquisition Corp. 1 LIMITED. THIS REVISED PROXY IS SOLICITED BY THE BOARD OF DIRECTORS FOR THE EXTRAORDINARY GENERAL MEETING IN LIEU OF 2023 ANN |
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| May 22, 2023 |
Exhibit 99.1 May 22, 2023 Spree Acquisition Corp. 1 Limited PROXY STATEMENT SUPPLEMENT FOR AN EXTRAORDINARY GENERAL MEETING IN LIEU OF THE 2023 ANNUAL GENERAL MEETING OF THE COMPANY To be held at 9:00 a.m. Eastern Time/ 4:00 p.m. Israel time on June 12, 2023 This Proxy Statement Supplement (this “Supplement”) of Spree Acquisition Corp. 1 Limited (“Spree”, the “Company”, “we” or “us”) supplements t |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 SPREE ACQUISITION CORP. |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 22, 2023 |
Exhibit 99.1 May 22, 2023 Spree Acquisition Corp. 1 Limited PROXY STATEMENT SUPPLEMENT FOR AN EXTRAORDINARY GENERAL MEETING IN LIEU OF THE 2023 ANNUAL GENERAL MEETING OF THE COMPANY To be held at 9:00 a.m. Eastern Time/ 4:00 p.m. Israel time on June 12, 2023 This Proxy Statement Supplement (this “Supplement”) of Spree Acquisition Corp. 1 Limited (“Spree”, the “Company”, “we” or “us”) supplements t |
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| May 22, 2023 |
Exhibit 99.2 REVISED PROXY CARD Spree Acquisition Corp. 1 LIMITED. 1922 Wildwood Place NE Atlanta, GA 30324 EXTRAORDINARY GENERAL MEETING IN LIEU OF 2023 ANNUAL GENERAL MEETING OF THE COMPANY JUNE 12, 2023 YOUR VOTE IS IMPORTANT FOLD AND DETACH HERE Spree Acquisition Corp. 1 LIMITED. THIS REVISED PROXY IS SOLICITED BY THE BOARD OF DIRECTORS FOR THE EXTRAORDINARY GENERAL MEETING IN LIEU OF 2023 ANN |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2023 SPREE ACQUISITION CORP. |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41172 Spree Acquisitio |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 25, 2023 |
April 25, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Division of Corporation Finance, Office of Trade & Services VIA EDGAR Re: Spree Acquisition Corp. 1 Limited (the “Company” or “Spree”) Form 10-K for the Fiscal Year Ended December 31, 2022 Filed March 30, 2023 File No. 001-41172 Dear Madam or Sir: We hereby provide the following response to the c |
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| April 18, 2023 |
Form of WHC Worldwide, Inc. Indemnification Agreement. Exhibit 10.9 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated as of [●], is by and between WHC Worldwide, Inc., a Delaware corporation (the “Company”), and [●] (the “Indemnitee”). WHEREAS, the Company expects Indemnitee to join the Company as [a director/an officer]; WHEREAS, both the Company and Indemnitee recognize the increased risk of litigation and other claims be |
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| April 18, 2023 |
As filed with the U.S. Securities and Exchange Commission on April 18, 2023 As filed with the U.S. Securities and Exchange Commission on April 18, 2023 Registration No. 333-269751 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Spree Acquisition Corp. 1 Limited (Exact name of registrant as specified in its charter) Cayman Islands* 6770 N/A (State or other Jurisdicti |
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| April 18, 2023 |
Exhibit 4.4 CERTIFICATE OF CORPORATE DOMESTICATION OF SPREE ACQUISITION CORP. 1 LIMITED The undersigned, a person authorized to sign this Certificate of Corporate Domestication (this “Certificate”) on behalf of Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (“Spree Cayman”), DOES HEREBY CERTIFY as follows: 1. The date on which and the jurisdiction where Spree Cayman was first |
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| April 18, 2023 |
Exhibit 10.7 WHC WORLDWIDE, INC. RESTRICTED STOCK UNIT GRANT NOTICE (WHC WORLDWIDE, INC. 2022 OMNIBUS EQUITY INCENTIVE PLAN) WHC Worldwide, Inc. (the “Company”), pursuant to the WHC Worldwide, Inc. 2022 Omnibus Equity Incentive Plan (the “Plan”), hereby awards to the individual whose name is set forth below (“Participant”) a Restricted Stock Unit Award for the number of shares of the Company’s Com |
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| April 18, 2023 |
Form of Stock Option Agreement under the WHC Worldwide, Inc. 2022 Omnibus Equity Incentive Plan. Exhibit 10.6 WHC WORLDWIDE, INC. STOCK OPTION GRANT NOTICE (WHC WORLDWIDE, INC. 2022 OMNIBUS EQUITY INCENTIVE PLAN) WHC Worldwide, Inc. (the “Company”), pursuant to the WHC Worldwide, Inc. 2022 Omnibus Equity Incentive Plan (the “Plan”), hereby awards to the individual whose name is set forth below (“Optionee”) an option to purchase shares of the Company’s Common Stock (the “Option”) set forth bel |
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| March 30, 2023 |
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 ☐ 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 001-41172 Spree Acquisition Corp. 1 Lim |
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| March 30, 2023 |
Exhibit 4.5 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, as amended The following description sets forth certain material terms and provisions of the securities of Spree Acquisition Corp. 1 Ltd. (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following desc |
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| March 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 SPREE ACQUISITION CORP. |
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| March 27, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2023 SPREE ACQUISITION CORP. |
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| March 27, 2023 |
Investor Presentation of Spree Acquisition Corp. 1 Limited, dated March 27, 2023 Exhibit 99.1 |
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| March 27, 2023 |
Investor Presentation of Spree Acquisition Corp. 1 Limited, dated March 27, 2023 Exhibit 99.1 |
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| February 14, 2023 |
Consent of William M. George to be named as a director. EX-99.2 4 ea173065ex99-2spreeacq1.htm CONSENT OF WILLIAM M. GEORGE TO BE NAMED AS A DIRECTOR Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by Spree Acquisition Corp. 1 Limited of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to |
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| February 14, 2023 |
Consent of Clayton Reid to be named as a director. Exhibit 99.4 Consent to be Named as a Director Nominee In connection with the filing by Spree Acquisition Corp. 1 Limited of the Registration Statement on Form S-4 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 in the Registration Statement and any and all |
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| February 14, 2023 |
Consent of James D. Campolongo to be named as a director. Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Spree Acquisition Corp. 1 Limited of the Registration Statement on Form S-4 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 in the Registration Statement and any and all |
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| February 14, 2023 |
As filed with the U.S. Securities and Exchange Commission on February 14, 2023 As filed with the U.S. Securities and Exchange Commission on February 14, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Spree Acquisition Corp. 1 Limited (Exact name of registrant as specified in its charter) Cayman Islands* 6770 N/A (State or other Jurisdiction of Incorporation Or |
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| February 14, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) Spree Acquisition Corp. |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spree Acquisition Corp. 1 Ltd (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G83745110 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 9, 2023 |
SC 13G/A 1 p23-0370sc13ga.htm SPREE ACQUISITION CORP. 1 LIMITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Spree Acquisition Corp. 1 Limited (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G83745102 (CUSIP Number) December 31, 2022 (Date of Event Which Req |
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| February 2, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spree Acquisition Corp. 1 Limited (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G83745102 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to design |
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| January 25, 2023 |
Exhibit 2.1 AMENDMENT NO. 1 TO BUSINESS COMBINATION AGREEMENT AMENDMENT NO. 1 TO BUSINESS COMBINATION AGREEMENT (this “Amendment”) dated as of January 25, 2023 to the BUSINESS COMBINATION AGREEMENT (the “Business Combination Agreement”), dated as of October 29, 2022, between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company ("Spree"), and WHC Worldwide, LLC, a Missouri limited l |
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| January 25, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2023 SPREE ACQUISITION CORP. |
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| January 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2023 SPREE ACQUISITION CORP. |
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| January 25, 2023 |
Exhibit 2.1 AMENDMENT NO. 1 TO BUSINESS COMBINATION AGREEMENT AMENDMENT NO. 1 TO BUSINESS COMBINATION AGREEMENT (this “Amendment”) dated as of January 25, 2023 to the BUSINESS COMBINATION AGREEMENT (the “Business Combination Agreement”), dated as of October 29, 2022, between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company ("Spree"), and WHC Worldwide, LLC, a Missouri limited l |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41172 Spree Acquis |
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| October 31, 2022 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT BY AND BETWEEN SPREE ACQUISITION CORP. 1 LIMITED AND WHC WORLDWIDE, LLC DATED AS OF OCTOBER 29, 2022 TABLE OF CONTENTS Page ARTICLE 1 CERTAIN DEFINITIONS 4 Section 1.1 Definitions 4 ARTICLE 2 BUSINESS COMBINATION 26 Section 2.1 Closing Transactions 26 Section 2.2 Spree Shareholder Redemption and Spree Share Conversion 26 Section 2.3 Domestication 26 Secti |
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| October 31, 2022 |
Exhibit 10.4 SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this ?Agreement?) is entered into as of October 29, 2022, by and among WHC Worldwide, LLC, a Missouri limited liability company (the ?Company?), Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (?Spree?), Spree Operandi LP, a Cayman Islands exempted limited partnership and its wholly-owned subsidiary, Spree Op |
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| October 31, 2022 |
Exhibit 99.1 zTrip?, the largest taxi fleet operator in the U.S., with operations in 26 cities, more than 2,700 vehicles and over 3,170 contracted drivers on its platform, to become publicly traded via business combination with Spree Acquisition Corp. 1 Limited Kansas City, Missouri and Atlanta, Georgia, Oct. 31, 2022 (GLOBE NEWSWIRE) - WHC Worldwide, LLC, doing business as zTrip?, a technology-ba |
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| October 31, 2022 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT BY AND BETWEEN SPREE ACQUISITION CORP. 1 LIMITED AND WHC WORLDWIDE, LLC DATED AS OF OCTOBER 29, 2022 TABLE OF CONTENTS Page ARTICLE 1 CERTAIN DEFINITIONS 4 Section 1.1 Definitions 4 ARTICLE 2 BUSINESS COMBINATION 26 Section 2.1 Closing Transactions 26 Section 2.2 Spree Shareholder Redemption and Spree Share Conversion 26 Section 2.3 Domestication 26 Secti |
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| October 31, 2022 |
425 1 ea167537-8k425spreeacq1.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 31, 2022 (October 29, 2022) SPREE ACQUISITION CORP. 1 LIMITED (Exact Name of Registrant as Specified in its Charter) Cayman Isla |
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| October 31, 2022 |
EX-10.2 4 ea167537ex10-2spreeacq1.htm INVESTOR RIGHTS AGREEMENT, DATED AS OF OCTOBER 29, 2022, BY AND AMONG SPREE ACQUISITION CORP. 1 LIMITED, SPREE OPERANDI LP, SPREE OPERANDI U.S. LP, WHC WORLDWIDE, LLC Exhibit 10.2 INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with the terms of this Investor Rights Agreem |
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| October 31, 2022 |
Exhibit 10.5 VOTING AGREEMENT This Voting Agreement (this ?Agreement?) is made and entered into as of October 29, 2022, by and among Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), Spree Operandi LP, a Cayman Islands exempted limited partnership (?Spree Sponsor?), and William M. George, a holder of Class B Units of WHC Worldwide, LLC, a Missouri limited liabil |
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| October 31, 2022 |
Exhibit 10.2 INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with the terms of this Investor Rights Agreement, the ?Investor Rights Agreement?), dated as of October 29, 2022, which Agreement shall enter into effect upon the Closing (the ?Effective Date?), is made by and among (i) Spree Acquisition Corp. 1 Limi |
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| October 31, 2022 |
Exhibit 10.3 SUPPORT AGREEMENT This Support Agreement (this ?Agreement?), dated as of October 29, 2022, is made and entered into by and among WHC Worldwide, LLC, a Missouri limited liability company (the ?Company?), Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (?SPAC?), and the holders of the Pre-Closing Company Units (as defined in the Business Combination Agreement), each |
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| October 31, 2022 |
Exhibit 10.3 SUPPORT AGREEMENT This Support Agreement (this ?Agreement?), dated as of October 29, 2022, is made and entered into by and among WHC Worldwide, LLC, a Missouri limited liability company (the ?Company?), Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (?SPAC?), and the holders of the Pre-Closing Company Units (as defined in the Business Combination Agreement), each |
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| October 31, 2022 |
Exhibit 10.1 TAX RECEIVABLE AGREEMENT by and among SPREE ACQUISITION CORP. 1 LIMITED and THE PERSONS NAMED HEREIN This TAX RECEIVABLE AGREEMENT (this ?Agreement?), dated as of October 29, 2022, is made and entered into by and among Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Corporate Taxpayer?), the TRA Party Representative (as defined below) and each of the other P |
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| October 31, 2022 |
EX-10.5 7 ea167537ex10-5spreeacq1.htm VOTING AGREEMENT, DATED AS OF OCTOBER 29, 2022, BY AND AMONG SPREE ACQUISITION CORP. 1 LIMITED, SPREE OPERANDI LP, SPREE OPERANDI U.S. LP, AND WILLIAM M. GEORGE Exhibit 10.5 VOTING AGREEMENT This Voting Agreement (this “Agreement”) is made and entered into as of October 29, 2022, by and among Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company |
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| October 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 31, 2022 (October 29, 2022) SPREE ACQUISITION CORP. |
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| October 31, 2022 |
EX-99.1 8 ea167537ex99-1spreeacq1.htm PRESS RELEASE, DATED OCTOBER 31, 2022 Exhibit 99.1 zTrip®, the largest taxi fleet operator in the U.S., with operations in 26 cities, more than 2,700 vehicles and over 3,170 contracted drivers on its platform, to become publicly traded via business combination with Spree Acquisition Corp. 1 Limited Kansas City, Missouri and Atlanta, Georgia, Oct. 31, 2022 (GLO |
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| October 31, 2022 |
Exhibit 10.4 SPONSOR LETTER AGREEMENT This SPONSOR LETTER AGREEMENT (this ?Agreement?) is entered into as of October 29, 2022, by and among WHC Worldwide, LLC, a Missouri limited liability company (the ?Company?), Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (?Spree?), Spree Operandi LP, a Cayman Islands exempted limited partnership and its wholly-owned subsidiary, Spree Op |
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| October 31, 2022 |
EX-10.1 3 ea167537ex10-1spreeacq1.htm TAX RECEIVABLE AGREEMENT, DATED AS OF OCTOBER 29, 2022, BY AND AMONG THE TRA PARTY REPRESENTATIVE AND THE TRA PARTIES (AS DEFINED THEREIN) Exhibit 10.1 TAX RECEIVABLE AGREEMENT by and among SPREE ACQUISITION CORP. 1 LIMITED and THE PERSONS NAMED HEREIN This TAX RECEIVABLE AGREEMENT (this “Agreement”), dated as of October 29, 2022, is made and entered into by a |
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| August 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41172 Spree Acquisition |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41172 Spree Acquisitio |
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| April 5, 2022 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D [Rule 13d-101] INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 240.13d-2(a) AND AMENDMENTS THERETO FILED PURSUANT TO 240.13d-2(a) (Amendment No. )* Spree Acquisition Corp. 1 Limited (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G83745 102** (CUSIP Number) Eran (R |
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| April 5, 2022 |
Joint Filing Agreement pursuant to Rule 13d-1(k)(1) EX-99.1 2 ea158034ex99-1spreeacq1.htm JOINT FILING AGREEMENT PURSUANT TO RULE 13D-1(K)(1) Exhibit 1 JOINT FILING AGREEMENT The undersigned parties hereby agree that this Schedule 13D filed herewith relating to the Class A ordinary shares, par value $0.0001 per share, of Spree Acquisition Corp. 1 Limited, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k) o |
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| March 31, 2022 |
Exhibit 4.5 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, as amended The following Description of Securities sets forth certain material terms and provisions of the securities of Spree Acquisition Corp. 1 Ltd (?we,? ?us? or ?our?) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). The f |
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| March 31, 2022 |
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, 2021 ☐ 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 001-41172 Spree Acquisition Corp. 1 Lim |
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| February 4, 2022 |
EX-99.1 2 ea154849ex991spreeacqcorp1.htm PRESS RELEASE, DATED FEBRUARY 4, 2022 Exhibit 99.1 Spree Acquisition Corp. 1 Limited Announces the Separate Trading of its Class A Ordinary Shares and Warrants, Commencing February 7, 2022 NEW YORK, NY, February 4, 2022 — (GLOBE NEWSWIRE) — Spree Acquisition Corp. 1 Limited (NYSE: SHAPU) (the “Company”) announced today that, commencing February 7, 2022, hol |
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| February 4, 2022 |
Financial Statements and Exhibits, Other Events 8-K 1 ea154849-8kspreeacqcorp1.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2022 SPREE ACQUISITION CORP. 1 LIMITED (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-41172 N/A |
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| December 30, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spree Acquisition Corp. 1 Limited (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G83745110** (CUSIP Number) December 20, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to desi |
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| December 27, 2021 |
EX-99.1 2 ea153056ex99-1spreeacq1.htm AUDITED BALANCE SHEET, AS OF DECEMBER 20, 2021 Exhibit 99.1 SPREE ACQUISITION CORP. 1 LIMITED AUDITED BALANCE SHEET AS OF DECEMBER 20, 2021 SPREE ACQUISITION CORP. 1 LIMITED AUDITED BALANCE SHEET AS OF DECEMBER 20, 2021 U.S. DOLLARS INDEX Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Balance sheet F-4 – F-11 F-1 Re |
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| December 27, 2021 |
Financial Statements and Exhibits, Other Events 8-K 1 ea153056-8kspreeacq1.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 27, 2021 (December 20, 2021) SPREE ACQUISITION CORP. 1 LIMITED (Exact Name of Registrant as Specified in its Charter) Cayman Islan |
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| December 23, 2021 |
Saba Capital Management, L.P. - FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Spree Acquisition Corp. 1 (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) G83745110 (CUSIP Number) December 16, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pu |
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| December 22, 2021 |
Space Summit Capital LLC - SC 13G SC 13G 1 tm2136174d2sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SPREE ACQUISITION CORP. 1 LIMITED (Name of Issuer) Units (Title of Class of Securities) G83745110 (CUSIP Number) December 16, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to de |
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| December 21, 2021 |
Indemnity Agreement, dated December 15, 2021, between the Company and Eran (Rani) Plaut EX-10.6 9 ea152803ex10-6spreeacq1.htm INDEMNITY AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND ERAN (RANI) PLAUT Exhibit 10.6 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Eran Plaut (“Indemnitee”). RECITALS WHEREAS, highly compete |
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| December 21, 2021 |
Private Units Purchase Agreement, dated December 15, 2021, between the Company and the Sponsor EX-10.5 8 ea152803ex10-5spreeacq1.htm PRIVATE UNITS PURCHASE AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND THE SPONSOR Exhibit 10.5 PRIVATE UNITS PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND SPREE OPERANDI U.S. LP. THIS PRIVATE UNITS PURCHASE AGREEMENT, dated as of December 15, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Spree Acqu |
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| December 21, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, 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 |
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| December 21, 2021 |
Exhibit 10.1 December 15, 2021 Spree Acquisition Corp. 1 Limited 94 Yigal Alon, Building B, 31st floor, Tel Aviv, 6789139, Israel Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and between Spree Acquisition Corp. 1 Limited, a Cayman I |
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| December 21, 2021 |
Indemnity Agreement, dated December 15, 2021, between the Company and Philipp Von Hagen EX-10.7 10 ea152803ex10-7spreeacq1.htm INDEMNITY AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND PHILIPP VON HAGEN Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Philipp von Hagen (“Indemnitee”). RECITALS WHEREAS, highly |
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| December 21, 2021 |
Spree Acquisition Corp. 1 Limited Announces Pricing of $175 Million Initial Public Offering Exhibit 99.1 Spree Acquisition Corp. 1 Limited Announces Pricing of $175 Million Initial Public Offering NEW YORK, December 15, 2021 (GLOBE NEWSWIRE) - Spree Acquisition Corp. 1 Limited (the ?Company?) announced today that it priced its initial public offering of 17,500,000 units at $10.00 per unit. The units are expected to be listed on the New York Stock Exchange (?NYSE?) and trade under the sym |
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| December 21, 2021 |
Administrative Services Agreement, dated August 22, 2021, between the Company and the Sponsor EX-10.4 7 ea152803ex10-4spreeacq1.htm ADMINISTRATIVE SERVICES AGREEMENT, DATED AUGUST 22, 2021, BETWEEN THE COMPANY AND THE SPONSOR Exhibit 10.4 Spree Acquisition Corp. 1 Limited 94 Yigal Alon, Building B, 31st floor Tel Aviv, 6789139, Israel August 22, 2021 Spree Operandi, LP 94 Yigal Alon, Building B, 31st floor Tel Aviv, 6789139, Israel Ladies and Gentlemen: This letter will confirm our agreeme |
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| December 21, 2021 |
Indemnity Agreement, dated December 15, 2021, between the Company and Nir Sasson Exhibit 10.11 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), and Nir Sasson (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held companies as directors, officers or in other capacities unless t |
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| December 21, 2021 |
Exhibit 4.1 WARRANT AGREEMENT between SPREE ACQUISITION CORP. 1 LIMITED and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of December 15, 2021, is by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant |
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| December 21, 2021 |
Other Events, Financial Statements and Exhibits 8-K 1 ea152803-8kspreeacq1.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2021 (December 15, 2021) SPREE ACQUISITION CORP. 1 LIMITED (Exact Name of Registrant as Specified in its Charter) Cayman Islan |
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| December 21, 2021 |
Indemnity Agreement, dated December 15, 2021, between the Company and David Riemenschneider EX-10.8 11 ea152803ex10-8spreeacq1.htm INDEMNITY AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND DAVID RIEMENSCHNEIDER Exhibit 10.8 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and David Riemenschneider (“Indemnitee”). RECITALS WHEREAS |
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| December 21, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of December 15, 2021, is made and entered into by and among Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), Spree Operandi U.S. LP, a Delaware limited partnership, a wholly-owned subsidiary of Spree Operandi LP, a Cayman Islands exempted limited partnersh |
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| December 21, 2021 |
Indemnity Agreement, dated December 15, 2021, between the Company and Shay Kronfeld EX-10.12 15 ea152803ex10-12spreeacq1.htm INDEMNITY AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND SHAY KRONFELD Exhibit 10.12 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Shay Kronfeld (“Indemnitee”). RECITALS WHEREAS, highly comp |
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| December 21, 2021 |
Indemnity Agreement, dated December 15, 2021, between the Company and Steve Greenfield EX-10.9 12 ea152803ex10-9spreeacq1.htm INDEMNITY AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND STEVE GREENFIELD Exhibit 10.9 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Steven Greenfield (“Indemnitee”). RECITALS WHEREAS, highly |
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| December 21, 2021 |
Underwriting Agreement, dated December 15, 2021, by and between the Registrant and Stifel. (1) EX-1.1 2 ea152803ex1-1spreeacq1.htm UNDERWRITING AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND STIFEL, NICOLAUS & COMPANY, INCORPORATED, AS REPRESENTATIVE OF THE UNDERWRITERS NAMED ON SCHEDULE A THERETO Exhibit 1.1 SPREE ACQUISITION CORP. 1 LIMITED 17,500,000 Units Units, each consisting of one (1) Class A ordinary share, $0.0001 par value, and one-half of one warrant Underwriting Ag |
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| December 21, 2021 |
Spree Acquisition Corp. 1 Limited Announces Closing of $200 Million Initial Public Offering EX-99.2 17 ea152803ex99-2spreeacq1.htm PRESS RELEASE, DATED DECEMBER 20, 2021 Exhibit 99.2 Spree Acquisition Corp. 1 Limited Announces Closing of $200 Million Initial Public Offering NEW YORK, December 20, 2021 (GLOBE NEWSWIRE) - Spree Acquisition Corp. 1 Limited (the “Company”) announced today the closing of its initial public offering of 20,000,000 units at a public offering price of $10.00 per |
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| December 21, 2021 |
Indemnity Agreement, dated December 15, 2021, between the Company and Joachim Drees EX-10.10 13 ea152803ex10-10spreeacq1.htm INDEMNITY AGREEMENT, DATED DECEMBER 15, 2021, BETWEEN THE COMPANY AND JOACHIM DREES Exhibit 10.10 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of December 15, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Joachim Drees (“Indemnitee”). RECITALS WHEREAS, highly comp |
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| December 17, 2021 |
$175,000,000 Spree Acquisition Corp. 1 Limited 17,500,000 Units 424B4 1 f424b41221spreeacq.htm PROSPECTUS PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration Statement No. 333-261367 $175,000,000 Spree Acquisition Corp. 1 Limited 17,500,000 Units Spree Acquisition Corp. 1 Limited is a newly incorporated Cayman Islands exempted company whose purpose is to enter into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganizati |
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| December 15, 2021 |
8-A12B 1 ea152397-8a12bspreeacq1.htm FOR REGISTRATION OF CERTAIN CLASSES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Spree Acquisition Corp. 1 Limited (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State of Incorp |
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| December 13, 2021 |
CORRESP 1 filename1.htm December 13, 2021 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Spree Acquisition Corp. 1 Limited Registration Statement on Form S-1 Registration No. 333-261367 Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), the undersigned, whi |
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| December 13, 2021 |
Spree Acquisition Corp. 1 Limited 1922 Wildwood Place NE Atlanta, GA 30324 Tel. (470) 223-0227 CORRESP 1 filename1.htm Spree Acquisition Corp. 1 Limited 1922 Wildwood Place NE Atlanta, GA 30324 Tel. (470) 223-0227 December 13, 2021 VIA EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Michael Purcell Re: Spree Acquisition Corp. 1 Limited Registration Statement on Form S-1 (the “Registration Statement”) File No. 333- |
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| November 24, 2021 |
EX-4.2 6 fs12021ex4-2spreeacq1.htm SPECIMEN CLASS A ORDINARY SHARE CERTIFICATE Exhibit 4.2 NUMBER SHARES SPREE ACQUISITION CORP. 1 LIMITED INCORPORATED UNDER THE LAWS OF THE CAYMAN ISLANDS CLASS A ORDINARY SHARES SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that is the owner of CUSIP [●] FULLY PAID AND NON-ASSESSABLE CLASS A ORDINARY SHARES OF THE PAR VALUE OF US$0.0001 EACH OF SPREE ACQUISI |
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| November 24, 2021 |
EX-10.7 17 fs12021ex10-7spreeacq1.htm FORM OF INDEMNITY AGREEMENT Exhibit 10.7 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and [●] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held compan |
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| November 24, 2021 |
Administrative Services Agreement. Exhibit 10.8 Spree Acquisition Corp. 1 Limited 94 Yigal Alon, Building B, 31st floor Tel Aviv, 6789139, Israel August 22, 2021 Spree Operandi, LP 94 Yigal Alon, Building B, 31st floor Tel Aviv, 6789139, Israel Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for th |
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| November 24, 2021 |
Code of Ethics and Business Conduct. Exhibit 14 Spree Acquisition Corp. 1 Limited Code of Ethics and Business Conduct Adopted effective as of: [ ], 2021 1. Introduction This Code of Ethics and Business Conduct (?Code?) has been adopted by the Board of Directors (the ?Board?) of Spree Acquisition Corp. 1 Limited (together with its subsidiaries (if any), the ?Company?) and summarizes the standards that must guide our actions. While cov |
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| November 24, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 SPREE ACQUISITION CORP. 1 LIMITED 17,500,000 Units Units, each consisting of one (1) Class A ordinary share, $0.0001 par value, and one-half of one warrant Underwriting Agreement [?], 2021 Underwriting Agreement [?], 2021 Stifel, Nicolaus & Company, Incorporated as representative of the Underwriters c/o Stifel, Nicolaus & Company, Incorporated 1 South Street, 15th Floor Baltimore, Mary |
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| November 24, 2021 |
EX-4.3 7 fs12021ex4-3spreeacq1.htm SPECIMEN WARRANT CERTIFICATE Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number WARRANTS THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW SPREE ACQUISITION CORP. 1 LIMITED Incorporated Under the Laws of the Cayman Islands CUSIP [●] Warrant Certificate This Warrant |
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| November 24, 2021 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021, by and between Spree Acquisition Corp. 1 Limited, 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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| November 24, 2021 |
Form of Private Units Purchase Agreement between the Registrant and Spree Operandi U.S., LP. Exhibit 10.6 FORM OF PRIVATE UNITS PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND SPREE OPERANDI U.S. LP. THIS PRIVATE UNITS PURCHASE AGREEMENT, dated as of [?], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), and Spree Operandi U.S. LP, a Delaware limited partnershi |
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| November 24, 2021 |
Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS SPREE ACQUISITION CORP. 1 LIMITED CUSIP [●] UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-HALF WARRANT, EACH WARRANT ENTITLING THE HOLDER TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) Class A ordinary share, par value $0.0001 per share (“Class A ordina |
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| November 24, 2021 |
Form of Registration Rights Agreement between the Registrant and certain security holders. Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), Spree Operandi U.S. LP, a Delaware limited partnership, a wholly-owned subsidiary of Spree Operandi LP, a Cayman Islands exempted limited partnership (the |
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| November 24, 2021 |
Form of Letter Agreement among the Registrant, its officers and directors and Spree Operandi, LP. Exhibit 10.2 , 2021 Spree Acquisition Corp. 1 Limited 94 Yigal Alon, Building B, 31st floor, Tel Aviv, 6789139, Israel Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exem |
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| November 24, 2021 |
Share Purchase Agreement, dated August 23, 2021, between the Registrant and Spree Operandi U.S., LP. Exhibit 10.5 SHARE PURCHASE AGREEMENT This SHARE PURCHASE AGREEMENT (?Agreement?) is made and entered into as of August 23, 2021, by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), and Spree Operandi U.S. LP, a Delaware limited partnership (the ?Purchaser?). WHEREAS, the Purchaser desires to purchase and the Company desires to issue and sell to the |
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| November 24, 2021 |
As filed with the Securities and Exchange Commission on November 24, 2021. As filed with the Securities and Exchange Commission on November 24, 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 Spree Acquisition Corp. 1 Limited (Exact name of registrant as specified in its charter) Cayman Islands 6770 N/A (State or other jurisdiction of incorporation or orga |
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| November 24, 2021 |
Memorandum and Articles of Association. Exhibit 3.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF SPREE ACQUISITION CORP. 1 LIMITED Auth Code: A19067776898 www.verify.gov.ky THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF SPREE ACQUISITION CORP. 1 LIMITED 1 The name of the Company is Spree Acquisition Co |
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| November 24, 2021 |
Promissory Note, executed on August 22, 2021, issued by the Registrant to Spree Operandi, LP. Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| November 24, 2021 |
Form of Amended and Restated Memorandum and Articles of Association. Exhibit 3.2 THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF SPREE ACQUISITION CORP. 1 LIMITED (adopted by special resolution dated 21 november 2021 and effective on []) THE COMPANIES ACT (As Revised) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF SPREE AC |
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| November 24, 2021 |
Exhibit 4.4 WARRANT AGREEMENT between SPREE ACQUISITION CORP. 1 LIMITED and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [?], 2021, is by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent?). |
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| September 3, 2021 |
DRS 1 filename1.htm This confidential draft submission is being submitted confidentially to the Securities and Exchange Commission on September 3, 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 Spree Acquisition Co |
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| September 3, 2021 |
WARRANT AGREEMENT SPREE ACQUISITION CORP. 1 LIMITED CONTINENTAL STOCK TRANSFER & TRUST COMPANY EX-4.4 2 filename2.htm Exhibit 4.4 WARRANT AGREEMENT between SPREE ACQUISITION CORP. 1 LIMITED and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of [●], 2021, is by and between Spree Acquisition Corp. 1 Limited, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent |
