VNME 8-K
Vendome Acquisition Corp I (VNME)
8-K
2025-08-21
For: 2025-08-21
View Original
Added on
April 06, 2026
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): August 21, 2025
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (435 ) 714-7973
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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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 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 8.01. |
Other Events.
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On August 21, 2025, Vendome Acquisition Corporation I (the “Company”) announced that the holders of the Company’s units sold in the Company’s initial
public offering (the “Units”) may elect to separately trade the Class A ordinary shares, par value $0.0001 per share (the “Class A ordinary shares”), and redeemable warrants (the “warrants”) included in the Units commencing on
August 22, 2025. Each Unit consists of one Class A ordinary share and one-half of one warrant to purchase one Class A ordinary share at a price of $11.50 per full share, subject to adjustment. Any Units not separated will continue to trade on the
Nasdaq Global Market (“Nasdaq”) under the symbol “VNMEU”. Any underlying Class A ordinary shares and warrants that are separated will trade on Nasdaq under the symbols “VNME” and “VNMEW”, 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 Odyssey Transfer and Trust Company, the Company’s transfer agent, in order to separate the holders’ Units into Class A ordinary
shares and warrants.
A copy of the press release issued by the Company announcing the separate trading of the securities underlying the Units is attached hereto as Exhibit 99.1.
| Item 9.01. |
Financial Statements and Exhibits.
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(d) Exhibits.
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Press Release dated August 21, 2025
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Cover Page Interactive Data File (embedded within the 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: August 21, 2025
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VENDOME ACQUISITION CORPORATION I
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By:
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/s/ Scott LaPorta
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Name:
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Scott LaPorta
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Title:
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Chief Executive Officer
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Exhibit 99.1
Vendome Acquisition Corporation I Announces the Separate Trading of Its Class A Ordinary Shares and Warrants, Commencing on August 22, 2025
Park City, UT, August 21, 2025 –Vendome Acquisition Corporation I (Nasdaq: VNMEU) (the “Company”) today
announced that, commencing on August 22, 2025, holders of the units (the “Units”) sold in the Company’s initial public offering may elect to separately trade the Company’s Class
A ordinary shares (the “Ordinary Shares”) and warrants (the “Warrants”) included in the Units.
The Ordinary Shares and Warrants received from the separated Units will trade on the Nasdaq Global Market (“Nasdaq”) under the symbols “VNME” and “VNMEW,” respectively. Units that are not separated will continue to trade on Nasdaq under the symbol “VNMEU.” 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 Odyssey Transfer and Trust Company, the Company’s transfer agent, in order to separate the Units into Ordinary Shares and Warrants.
The Company was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar
business combination with one or more businesses. While the Company may pursue an initial business combination target in any industry, sector or geographic region, the Company intends to focus its search on target business in the consumer sector
operating in North America, Southeast Asia, and Europe.
The Units were initially offered by the Company in an underwritten offering. D.
Boral Capital LLC acted as sole book-running manager for the offering. Copies of the prospectus relating to the offering may be obtained from D. Boral Capital
LLC, Attn: Guarav Verma, 590 Madison Avenue, 39th Floor, New York, New York 10022, by email at [email protected], or from the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov.
The registration statement relating to the securities of the Company was
declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on June 30, 2025. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful prior to registration or qualification
under the securities laws of any such state or jurisdiction.
Forward Looking Statements
This press release contains statements that constitute “forward-looking
statements,” including with respect to the future operations of the Company. No assurance can be given that the Company will ultimately complete a business combination transaction in the sector it is targeting or at all. Management has based these
forward-looking statements on its current expectations, assumptions, estimates and projections. While they believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and
involve known and unknown risks and uncertainties, many of which are beyond management’s control. 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 initial public offering filed with the SEC, which could cause actual results to differ from forward-looking statements. Copies of these documents
are available on the SEC’s website, at 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. No assurance can be given that the Company will ultimately complete a business combination transaction.
Contact
Scott LaPorta
Vendome Acquisition Corporation I
Email: [email protected]