Item 8.01. Other Events.
On April 19, 2022, Alpha Capital Acquisition Company (“Alpha Capital”) and Semantix Tecnologia em Sistema de Informção
S.A. (“Semantix”) updated its analyst presentation in connection with a planned meeting with a research analyst from one of
the underwriters that participated in Alpha Capital's initial public offering. A copy of the analyst presentation is filed as Exhibit
99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Important Information About the Business Combination and Where to
Find It
The proposed business combination will be submitted to the shareholders
of Alpha Capital for their consideration. Alpha Capital has filed a registration statement on Form F-4 (the “Registration Statement”)
with the SEC which includes a preliminary proxy statement to be distributed to Alpha Capital’s shareholders in connection with
Alpha Capital’s solicitation for proxies for the vote by Alpha Capital’s shareholders in connection with the proposed transaction
and other matters as described in the Registration Statement, as well as the prospectus relating to the offer of the securities to be
issued in connection with the completion of the proposed business combination. After the Registration Statement has been declared effective,
Alpha Capital will mail a definitive proxy statement and other relevant documents to its shareholders as of the record date established
for voting on the proposed business combination. Alpha Capital's shareholders and other interested persons are advised to read the preliminary
proxy statement / prospectus and any amendments thereto and, once available, the definitive proxy statement / prospectus, in connection
with Alpha Capital's solicitation of proxies for its special meeting of shareholders to be held to approve, among other things, the proposed
transaction, because these documents will contain important information about Alpha Capital, Semantix and the proposed business combination.
Shareholders may also obtain a copy of the preliminary or definitive proxy statement, once available, as well as other documents filed
with the SEC regarding the proposed business combination and other documents filed with the SEC by Alpha Capital, without charge, at
the SEC's website located at www.sec.gov or by directing a request to 1230 Avenue of the Americas,
Fl. 16, New York, New York 10020.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED
OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR
THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Participants in the Solicitation
Alpha Capital, Semantix and certain of their
respective directors, executive officers and other members of management, employees and consultants may, under SEC rules, be deemed to
be participants in the solicitations of proxies from Alpha Capital’s shareholders in connection with the proposed business combination.
Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of Alpha Capital’s shareholders
in connection with the proposed business combination will be set forth in Alpha Capital’s proxy statement / prospectus when it is
filed with the SEC. You can find more information about Alpha Capital’s directors and executive officers in the Prospectus. Additional
information regarding the participants in the proxy solicitation and a description of their direct and indirect interests will be included
in the proxy statement / prospectus when it becomes available. Shareholders, potential investors and other interested persons should read
the proxy statement / prospectus carefully when it becomes available before making any voting or investment decisions. You may obtain
free copies of these documents from the sources indicated above.
Forward-Looking Statements
This Current Report on Form 8-K includes “forward-looking
statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,”
“forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,”
“seek,” “target” or other similar expressions that predict or indicate future events or trends or that are not
statements of historical matters. No assurance can be given that the Business Combination discussed above will be completed on the terms
described, or at all. These statements are based on various assumptions, whether or not identified in this Current Report, and on the
current expectations of Semantix’s and Alpha Capital’s management and are not predictions of actual performance. These forward-looking
statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as,
a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult
or impossible to predict and
will differ from assumptions. Many actual events
and circumstances are beyond the control of Semantix and Alpha Capital. These forward-looking statements are subject to a number of risks
and uncertainties, including those factors discussed in Alpha Capital’s final prospectus that forms a part of Alpha Capital’s
Registration Statement on Form S-1 (Reg. No. 333-252596), filed with the SEC pursuant to Rule 424(b)(4) on February 18, 2021 (the “Prospectus”)
under the heading “Risk Factors,” and other documents of Alpha Capital filed, or to be filed, with the SEC. If any of these
risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking
statements. There may be additional risks that neither Alpha Capital nor Semantix presently know or that Alpha Capital nor Semantix currently
believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition,
forward-looking statements reflect Alpha Capital’s and Semantix’s expectations, plans or forecasts of future events and views
as of the date of this Current Report. Alpha Capital and Semantix anticipate that subsequent events and developments will cause Alpha
Capital’s or Semantix’s assessments to change. However, while Alpha Capital and Semantix may elect to update these forward-looking
statements at some point in the future, Alpha Capital and Semantix specifically disclaim any obligation to do so. These forward-looking
statements should not be relied upon as representing Alpha Capital’s or Semantix’s assessments as of any date subsequent to
the date of this Current Report. Accordingly, undue reliance should not be placed upon the forward-looking statements.
No Offer or Solicitation
This Current Report does not constitute an
offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any
sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction.