UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 1.01. Entry into a Material Definitive Agreement.
The Loan Agreement with Eternal BV
On April 12, 2023, ClimateRock (the “Company”) entered into a loan agreement with Eternal BV (the “Lender”), in the principal amount of up to $500,000, on an unsecured basis and bearing no interest (the “Loan”). The Loan is available to be drawn down from April 12, 2023 to July 3, 2023 in four installments and its maturity date is May 1, 2024, or if earlier, upon the consummation of the initial business combination of the Company. As of April 12, 2023, the first installment in the amount of $150,000 has been drawn down.
The Lender is controlled by Charles Ratelband V, the Company’s Executive Chairman of the Board. Each member of the Company’s Board has been informed of Mr. Ratelband V’s material interest in the loan agreement, and upon the approval and recommendation of the Company’s Audit Committee, the Board has determined that the Loan is fair and in the best interests of the Company and has voted to approve the Loan.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure contained in Item 1.01 of this Current Report on Form 8-K with respect to the Loan is incorporated by reference in this Item 2.03.
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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.
| Date: April 18, 2023 | ClimateRock | ||
| By: | /s/ Per Regnarsson | ||
| Name: | Per Regnarsson | ||
| Title: | Chief Executive Officer | ||
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