8-K

Perimeter Acquisition Corp. I (PMTR)

8-K 2025-06-13 For: 2025-06-13
View Original
Added on April 06, 2026

UNITEDSTATESSECURITIES AND EXCHANGE COMMISSION**** Washington, D.C. 20549

FORM

8-K

CURRENT

REPORT

PURSUANT

TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): June 13, 2025

PerimeterAcquisition Corp. I

(Exact name of registrant as specified in its charter)

Cayman Islands 001-42642 98-1843886
(State<br> or other jurisdiction<br><br> of incorporation) (Commission<br><br> File Number) (IRS<br> Employer<br><br> Identification No.)

6060N. Central Express Way, Suite 500Dallas, Texas 75204

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (512) 200-2533

Not

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

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-half of one redeemable warrant PMTRU The Nasdaq Stock Market LLC
Class A ordinary shares included as part of the units PMTR 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 PMTRW The Nasdaq Stock Market LLC

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

Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 8.01. Other Events.

On June 13, 2025, Perimeter Acquisition Corp. I (the “Company”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Company’s units (the “Units”) may elect to separately trade the ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and warrants (the “Warrants”) included in the Units commencing on or about June 20, 2025. Each Unit consists of one Ordinary Share and one-half of one redeemable Warrant to purchase one Ordinary Share. Any Units not separated will continue to trade on The Nasdaq Global Market under the symbol “PMTRU”, and the Ordinary Shares and Warrants will separately trade on The Nasdaq Global Market under the symbols “PMTR” and “PMTRW”, respectively. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Holders of Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Ordinary Shares and Warrants.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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EXHIBIT

INDEX

Exhibit No. Description
99.1 Press Release, dated June 13, 2025.
104 Cover<br> Page Interactive Data File (embedded within the Inline XBRL document).
| 1 |

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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.

PERIMETER ACQUISITION CORP. I
By: /s/ Josef Valdman
Name: Josef Valdman
Title: Chief Executive Officer and President

Dated: June 13, 2025

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Exhibit 99.1

PerimeterAcquisition Corp. I Announces the Separate Trading of its Ordinary Shares andWarrants, Commencing on or about June 20, 2025

NEWYORK, June 13, 2025 – Perimeter Acquisition Corp. I (Nasdaq: PMTRU) (the “Company”), a special purpose acquisition company, today announced that, commencing on or about June 20, 2025, holders of the units sold in the Company’s initial public offering completed on May 14, 2025 (the “offering”), may elect to separately trade the ordinary shares and warrants included in the units.

No fractional warrants will be issued upon separation of the units and only whole warrants will trade. The ordinary shares and warrants that are separated will trade on The Nasdaq Global Market under the symbols “PMTR” and “PMTRW,” respectively, and those units not separated will continue to trade under the symbol “PMTRU.” Holders of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into ordinary shares and warrants.

A registration statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on May 12, 2025. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

AboutPerimeter Acquisition Corp. I

Perimeter Acquisition Corp. I is a public acquisition vehicle and intends to target companies in the defense and national security sectors where its management has extensive investment and operational experience. In addition, the Company expects to evaluate opportunities relating to technology, including opportunities at the convergence of defense, technology, and national security. The Company believes that its management team is positioned to drive ongoing value creation post-business combination and is well suited to identify opportunities that have the potential to generate attractive risk-adjusted returns for its shareholders.

Forward-LookingStatements

This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s search for an initial business combination. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and final prospectus for the Company’s offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Investorand Media Contact

Investor Contact:

Josef Valdman

jvaldman@perimeteracq.com

(512) 200-2533

Media Contact:

Bernardo Soriano

Gregory FCA for Perimeter Acquisition Corp. I

bernardo@gregoryfca.com

(914) 656-3880