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): October 23, 2023

INFINITE ACQUISITION CORP.
(Exact name of registrant as specified in its charter)

Cayman Islands
001-41087
98-1593937
 (State or other jurisdiction of incorporation)
 (Commission File Number)
 (I.R.S. Employer Identification No.)

745 Fifth Avenue, 15th Floor
New York, New York
(Address of principal executive offices)
 
10151
(Zip Code)

(212) 644-4200
(Registrant’s telephone number, including area code)

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 of the Registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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
NFNT.U
New York Stock Exchange
Class A Ordinary Shares included as part of the units
NFNT
New York Stock Exchange
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
NFNT WS
New York Stock Exchange

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.

On October 23, 2023, Infinite Acquisition Corp. (the “Company”) issued a press release announcing that the Company will redeem its Class A ordinary shares, par value $0.0001 (the “Shares”), effective as of November 6, 2023, because the Company will not consummate an initial business combination within the time required by its Amended and Restated Memorandum and Articles of Association, as extended in connection with the Company’s extraordinary general meeting of shareholders held on August 22, 2023. The redemption of the Shares is expected to be completed within ten business days after October 23, 2023.

The holders of the Company’s issued and outstanding Class B ordinary shares have agreed to waive their redemption rights with respect to such shares. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.
Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No.
 
Description
 
Press release, dated October 23, 2023
   
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document).

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
INFINITE ACQUISITION CORP.
     
Date: October 24, 2023
By:
/s/ David Farber
 
Name:
David Farber
 
Title:
Chief Financial Officer




Exhibit 99.1

Infinite Acquisition Corp. will redeem its Class A Ordinary Shares and will not consummate an initial business combination

New York, October 23, 2023 – Infinite Acquisition Corp. (the “Company”) (NYSE: NFNT), a special purpose acquisition company, today announced that its board of directors has determined to redeem all of its issued and outstanding Class A ordinary shares, par value $0.0001 (the “Shares”), effective as of November 6, 2023, because the Company will not consummate an initial business combination within the time required by its Amended and Restated Memorandum and Articles of Association (the “Articles”), as extended in connection with the Company’s extraordinary general meeting of shareholders held on August 22, 2023 (the “Extension Meeting”). The redemption of the Shares is expected to be completed on or around November 6, 2023, or ten business days following the Company’s extension deadline on October 23, 2023.

As stated in the Company’s Articles and in the Company’s registration statement on Form S-1 (Registration No. 333-260699), initially filed with the United States Securities and Exchange Commission (the “Commission”) on November 3, 2021, relating to the Company’s initial public offering, if the Company is unable to complete an initial business combination within the time required in the Articles, the Company will: (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Company’s trust account established in connection with its initial public offering (the “Trust Account”), including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its taxes, if any, (less up to $100,000 of interest to pay dissolution expenses), divided by the number of Shares then in issue, which redemption will completely extinguish public shareholders’ rights (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and the Company’s board of directors, liquidate and dissolve, subject in the case of sub-articles (ii) and (iii), to its obligations under Cayman Islands law to provide for claims of creditors and in all cases subject to the other requirements of applicable law.

The per-share redemption price for the Shares, will be approximately $10.78 (the “Redemption Amount”). The balance of the Trust Account as of October 23, 2023 and following the redemptions effectuated in connection with the Extension Meeting was approximately $86,375,237, including interest and dividend income. In accordance with the terms of the related trust agreement, the Company expects to retain $100,000 of the interest and dividend income from the Trust Account to pay dissolution expenses.

The Company anticipates that the Shares will cease trading on the New York Stock Exchange (the “NYSE”) as of the close of business on October 23, 2023. As of the close of business on October 23, 2023, the Shares will be deemed canceled and will represent only the right to receive the Redemption Amount on or around November 6, 2023.

The Redemption Amount will be payable to the holders of the Shares upon delivery of their shares to the Company’s transfer agent, Continental Stock Transfer & Trust Company. Beneficial owners of Shares held in “street name,” however, will not need to take any action to receive the Redemption Amount.

The holders of the Company’s issued and outstanding Class B ordinary shares have agreed to waive their redemption rights with respect to such shares. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless. After November 6, 2023, the Company shall cease all operations except for those required to wind up the Company’s business.

The Company expects that the NYSE will file a Form 25 with the Commission in order to delist the Company’s securities. The Company thereafter expects to file a Form 15 with the Commission to terminate the registration of the Company’s securities under the Securities Exchange Act of 1934, as amended.


Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not limited to, statements regarding the Company’s intention to redeem all of its outstanding Shares, the Company’s cash position or cash held in the Trust Account, the Redemption Amount, the timing of the payment of the Redemption Amount or the day on which the Company’s Shares will cease trading on the NYSE. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties that may cause actual results to differ significantly. Actual results could differ materially from those contemplated by the forward-looking statements described herein, including as a result of certain factors detailed in the Company’s filings with the Commission. All subsequent written or oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety by this paragraph. 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 annual report on Form 10-K for the fiscal year ended December 31, 2022, filed with the Commission on March 22, 2023. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

For further information please contact:

Investors:
investors@infiniteacquisitioncorp.com

Media:
media@infiniteacquisitioncorp.com


 2

v3.23.3
Document and Entity Information
Oct. 23, 2023
Entity Listings [Line Items]  
Document Type 8-K
Amendment Flag false
Document Period End Date Oct. 23, 2023
Entity File Number 001-41087
Entity Registrant Name INFINITE ACQUISITION CORP.
Entity Central Index Key 0001862327
Entity Incorporation, State or Country Code E9
Entity Tax Identification Number 98-1593937
Entity Address, Address Line One 745 Fifth Avenue
Entity Address, Address Line Two 15th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10151
City Area Code 212
Local Phone Number 644-4200
Entity Emerging Growth Company true
Entity Ex Transition Period false
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-half of one redeemable warrant [Member]  
Entity Listings [Line Items]  
Title of 12(b) Security Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-half of one redeemable warrant
Trading Symbol NFNT.U
Security Exchange Name NYSE
Common Class A [Member]  
Entity Listings [Line Items]  
Title of 12(b) Security Class A Ordinary Shares included as part of the units
Trading Symbol NFNT
Security Exchange Name NYSE
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 [Member]  
Entity Listings [Line Items]  
Title of 12(b) Security 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
Trading Symbol NFNT WS
Security Exchange Name NYSE

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