Redeemable Warrants included as partof the units, each whole warrantexercisable for one Class A OrdinaryShare at an exercise price of $11.50 false 0001838162 0001838162 2022-04-05 2022-04-05 0001838162 slam:UnitsEachConsistingOfOneClassAOrdinaryShare0.0001ParValueAndOneFourthOfOneRedeemableWarrantMember 2022-04-05 2022-04-05 0001838162 us-gaap:CapitalUnitClassAMember 2022-04-05 2022-04-05 0001838162 slam:RedeemableWarrantsIncludedAsPartofTheUnitsEachWholeWarrantexercisableForOneClassAOrdinaryShareAtAnExercisePriceOf11.50Member 2022-04-05 2022-04-05

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or Section 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 5, 2022

 

 

Slam Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-40094   98-1211848

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

 

55 Hudson Yards, 47th Floor, Suite C

New York, New York

  10001
(Address of principal executive offices)   (Zip Code)

(646) 762-8580

Registrant’s telephone number, including area code

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-fourth of one redeemable warrant   SLAMU   The Nasdaq Stock Market LLC
Class A Ordinary Shares included as
part of the units
  SLAM   The Nasdaq Stock Market LLC
Redeemable Warrants included as part
of the units, each whole warrant
exercisable for one Class A Ordinary
Share at an exercise price of $11.50
  SLAMW   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 


Item 1.01.

Entry into a Material Definitive Agreement

The disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01.

 

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On April 5, 2022, Slam Corp. (the “Company”) issued an unsecured promissory note (the “Note”) in the principal amount of $150,000 to Slam Sponsor, LLC (the “Sponsor”). The Note does not bear interest and is repayable in full upon consummation of the Company’s initial business combination (a “Business Combination”). If the Company does not complete a Business Combination, the Note shall not be repaid and all amounts owed under it will be forgiven. Upon the consummation of a Business Combination, the Sponsor shall have the option, but not the obligation, to convert the principal balance of the Note, in whole or in part, into private placement warrants (as defined in that certain Warrant Agreement, dated February 25, 2021, by and between the Company and Continental Stock Transfer & Trust Company), at a price of $1.50 per private placement warrant. The Note is subject to customary events of default, the occurrence of which automatically trigger the unpaid principal balance of the Note and all other sums payable with regard to the Note becoming immediately due and payable.

The Note was issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

The Note is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The disclosure set forth in this Item 2.03 is intended to be a summary only and is qualified in its entirety by reference to the Note.


Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

  10.1    Promissory Note, dated April 5, 2022, issued by Slam Corp. to Slam Sponsor, LLC
  104    Cover page Interactive Data File (embedded within Inline XBRL document)


SIGNATURE

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

Dated: April 6, 2022

 

SLAM CORP.
By:  

/s/ Himanshu Gulati

Name:   Himanshu Gulati
Title:   Chairman