Spire Global, Inc 8-K, filed Apr 7, 2025
Spire Global, Inc. (SPIR)
About this 8-K
Spire Global, Inc filed this 8-K on April 7, 2025, reporting on events of April 6, 2025.
Items reported
- Item 8.01: Other events
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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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).
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Item 8.01. Other Events.
As previously disclosed, on November 13, 2024, Spire Global, Inc. (the “Company”) entered into a Share Purchase Agreement (the “Purchase Agreement”) with Kpler Holding SA, a Belgian corporation (“Buyer”), pursuant to which the Company agreed to sell its maritime business to Buyer and enter into certain ancillary agreements.
On February 10, 2025, the Company filed a complaint in the Delaware Court of Chancery against Buyer seeking a grant of specific performance ordering Buyer to satisfy its obligations under the Purchase Agreement and consummate the closing in accordance with the terms of the Purchase Agreement (the “Closing”). In the complaint, the Company also requested a declaratory judgment declaring that Buyer has breached its obligations under the Purchase Agreement and is not excused from performing its obligations under the Purchase Agreement, including proceeding with the Closing. Buyer removed the matter to the District of Delaware, pursuant to a contract term in the Purchase Agreement promising not to contest removal to that court. The District of Delaware initially selected a March 4 trial date, but on February 26, 2025, the court set a trial date of May 28-30, 2025.
On April 6, 2025, the Company and Buyer reached an agreement to resolve the foregoing litigation and mutually release claims if Closing occurs by April 25, 2025, as such date may be extended to April 30, 2025 in certain limited circumstances.
SIGNATURES
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 thereunto duly authorized.
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Date: |
April 7, 2025 |
By: |
/s/ Theresa Condor |
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Name: Title: |
Theresa Condor President and Chief Executive Officer |