Основная статистика
| CIK | 1834032 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Constellation Acquisition Corp I - Equity Warrant
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| August 28, 2025 |
UNITED STATES SECURITIES 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): August 28, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporati |
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| August 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39945 CONSTELLATION ACQUI |
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| July 28, 2025 |
UNITED STATES SECURITIES 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): July 28, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation |
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| June 27, 2025 |
UNITED STATES SECURITIES 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 26, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation |
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| June 5, 2025 |
UNITED STATES SECURITIES 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 5, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) |
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| June 5, 2025 |
Exhibit 10.1 FIRST AMENDMENT TO PROMISSORY NOTE THIS FIRST AMENDMENT TO THE PROMISSORY NOTE (this “Amendment”) is dated as of the 5th day of June, 2025 and is made by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Maker”), and Constellation Sponsor LP, a Delaware limited partnership, or its registered assigns or successors in interest (the “Payee”). RECITALS |
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| May 29, 2025 |
UNITED STATES SECURITIES 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): May 28, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39945 CONSTELLATION ACQU |
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| April 29, 2025 |
UNITED STATES SECURITIES 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): April 29, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporatio |
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| April 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39945 CONSTELLATION ACQUISITION |
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| April 2, 2025 |
Constellation Acquisition Corp I Insider Trading Policy.* Exhibit 19.1 Constellation Acquisition Corp I Statement of Policy Concerning Trading in Company Securities Adopted January 8, 2021 TABLE OF CONTENTS Page No. I. Summary of Policy Concerning Trading in Company Securities 1 II The Use of Inside Information in Connection with Trading in Securities 1 A. General Rule 1 B. Who Does the Policy Apply To? 2 C. Other Companies’ Stock 2 D. Hedging and Deriva |
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| April 2, 2025 |
Exhibit 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended The following description sets forth certain material terms and provisions of the securities of Constellation Acquisition Corp I (“we,” “us,” Company or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The fol |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| March 28, 2025 |
UNITED STATES SECURITIES 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): March 27, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporatio |
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| February 28, 2025 |
UNITED STATES SECURITIES 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): February 25, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorpora |
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| February 28, 2025 |
UNITED STATES SECURITIES 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): February 25, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorpora |
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| January 30, 2025 |
Amended and Restated Memorandum and Articles of Association.(1) Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Constellation Acquisition Corp I (ROC # 368272) (the "Company") TAKE NOTICE that by minutes of the extraordinary general meeting of the shareholders of the Company dated 27 January 2025, the following special resolution was passed: Proposal No. 1—The Extension Amendment Proposal—RESOLVED |
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| January 30, 2025 |
UNITED STATES SECURITIES 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): January 27, 2025 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporat |
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| January 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| December 27, 2024 |
UNITED STATES SECURITIES 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): December 20, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorpora |
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| December 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 29, 2024 |
UNITED STATES SECURITIES 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): November 27, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorpora |
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| November 14, 2024 |
CSTAF / Constellation Acquisition Corp I / FIR TREE CAPITAL MANAGEMENT LP Passive Investment SC 13G/A 1 firtree-csta093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of |
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| November 14, 2024 |
SC 13G/A 1 ef20038419sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) G2R18K10 |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39945 CONSTELLATION |
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| November 14, 2024 |
CSTAF / Constellation Acquisition Corp I / Meteora Capital, LLC Passive Investment SC 13G/A 1 meteoracstwf903024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of |
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| November 12, 2024 |
CSTAF / Constellation Acquisition Corp I / PERISCOPE CAPITAL INC. - SC 13G/A Passive Investment SC 13G/A 1 d803667dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing |
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| November 6, 2024 |
SC 13G/A 1 p24-3202sc13ga.htm CONSTELLATION ACQUISITION CORP I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) September 30, 2024 (Date of event which requ |
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| October 29, 2024 |
UNITED STATES SECURITIES 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): October 29, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporat |
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| September 26, 2024 |
UNITED STATES SECURITIES 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): September 26, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorpor |
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| August 23, 2024 |
UNITED STATES SECURITIES 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): August 23, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporati |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39945 CONSTELLATION ACQUI |
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| July 24, 2024 |
UNITED STATES SECURITIES 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): July 23, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation |
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| June 28, 2024 |
UNITED STATES SECURITIES 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 28, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation |
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| May 30, 2024 |
UNITED STATES SECURITIES 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): May 29, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-39945 CONSTELLATION ACQU |
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| April 29, 2024 |
UNITED STATES SECURITIES 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): April 29, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporatio |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39945 CONSTELLATION ACQUISITION |
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| March 29, 2024 |
Constellation Acquisition Corp I Clawback Policy.* Exhibit 97.1 CLAWBACK POLICY CONSTELLATION ACQUISTION CORP I PURPOSE Constellation Acquisition Corp I (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Company’s Board of Directors (the “Board”) |
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| March 29, 2024 |
Form of Joinder to Letter Agreement.* Exhibit 10.19 Constellation Acquisition Corp I JOINDER to LETTER AGREEMENT January 30, 2023 By executing this joinder, the undersigned hereby agrees, as of the date first set forth above, that he shall become a party to that certain Letter Agreement, dated January 26, 2021 (the “Letter Agreement”), by and among Constellation Acquisition Corp I, its officers and directors and GmbH & Co. KG, and sha |
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| March 29, 2024 |
Exhibit 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended The following description sets forth certain material terms and provisions of the securities of Constellation Acquisition Corp I (“we,” “us,” Company or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The fol |
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| March 29, 2024 |
UNITED STATES SECURITIES 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): March 28, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporatio |
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| February 29, 2024 |
UNITED STATES SECURITIES 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): February 29, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorpora |
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| February 14, 2024 |
CSTA / Constellation Acquisition Corp I / Vivaldi Asset Management, LLC Passive Investment SC 13G 1 schedule13gcsta21424.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this |
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| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G2R18K105 (CUSIP Number) January 29, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate |
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| February 14, 2024 |
CSTA / Constellation Acquisition Corp I / Meteora Capital, LLC Passive Investment SC 13G 1 meteoracstaf123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Sta |
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| February 14, 2024 |
SC 13G 1 ef20021383sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (Title of Class of Securities) G2R18K105 (CUS |
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| February 14, 2024 |
CSTA / Constellation Acquisition Corp I / GLAZER CAPITAL, LLC Passive Investment SC 13G/A 1 cstaf20231231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 CONSTELLATION ACQUISITION CORP I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the |
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| February 14, 2024 |
CSTA / Constellation Acquisition Corp I / FIR TREE CAPITAL MANAGEMENT LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2024 |
CSTA / Constellation Acquisition Corp I / MIZUHO FINANCIAL GROUP INC - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Common Shares (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua |
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| February 13, 2024 |
EX-99.B 3 d685178dex99b.htm EX-99.B Exhibit B Power of Attorney Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the rules and regulations thereunder, the undersigned, in the undersigned capacity as an authorized representative of Mizuho Bank, Ltd., Mizuho Americas LLC and Mizuho Securities USA LLC (collectively, the “Companies”), hereby g |
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| February 13, 2024 |
EX-99.A 2 d685178dex99a.htm EX-99.A Exhibit A Lists of the relevant subsidiaries Subsidiary Principal business office Classification Mizuho Bank, Ltd 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan A non-U.S. institution equivalent to Bank Mizuho Americas LLC 1271 Avenue of the Americas, NY, NY 10020, USA A parent holding company Mizuho Securities USA LLC 1271 Avenue of the Americas, NY, NY 100 |
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| February 9, 2024 |
CSTA / Constellation Acquisition Corp I / PERISCOPE CAPITAL INC. - SC 13G Passive Investment SC 13G 1 d773722dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this |
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| February 8, 2024 |
CSTA / Constellation Acquisition Corp I / WOLVERINE ASSET MANAGEMENT LLC - SC 13G Passive Investment SC 13G 1 ef20020044sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of t |
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| February 7, 2024 |
SC 13G/A 1 p24-0615sc13ga.htm CONSTELLATION ACQUISITION CORP I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event Which Requi |
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| February 5, 2024 |
SC 13G 1 p24-0535sc13g.htm CONSTELLATION ACQUISITION CORP I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Fi |
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| February 2, 2024 |
UNITED STATES SECURITIES 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): January 29, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporat |
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| February 2, 2024 |
UNITED STATES SECURITIES 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): January 29, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporat |
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| February 2, 2024 |
Amended and Restated Memorandum and Articles of Association. Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Constellation Acquisition Corp I (ROC #368272) (the “Company”) TAKE NOTICE that at an extraordinary general meeting of the shareholders of the Company dated 29 January 2024, the following special resolutions were passed: Proposal No. 1—The Extension Amendment Proposal—RESOLVED, as a spec |
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| February 2, 2024 |
Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAK |
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| February 2, 2024 |
Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAK |
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| February 2, 2024 |
Amended and Restated Memorandum and Articles of Association.(1) Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Constellation Acquisition Corp I (ROC #368272) (the “Company”) TAKE NOTICE that at an extraordinary general meeting of the shareholders of the Company dated 29 January 2024, the following special resolutions were passed: Proposal No. 1—The Extension Amendment Proposal—RESOLVED, as a spec |
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| February 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* CONSTELLATION ACQUISITION CORP I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) Jarett Goldman 200 Park Avenue, 32nd Floor New York, NY 10166 (646) 585-8975 (Name, Address and |
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| January 26, 2024 |
JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) EX-99.1 2 p24-0359exhibit99.htm JOINT ACQUISITION STATEMENT EXHIBIT 99.1 JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity o |
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| January 26, 2024 |
SC 13G 1 p24-0359sc13g.htm CONSTELLATION ACQUISITION CORP I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2023 (Date of event which requires fi |
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| January 25, 2024 |
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): January 25, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 25, 2024 |
Other Events, Submission of Matters to a Vote of Security Holders 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): January 25, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 24, 2024 |
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): January 24, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 24, 2024 |
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): January 24, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 23, 2024 |
Other Events, Submission of Matters to a Vote of Security Holders 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): January 23, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 23, 2024 |
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): January 23, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 22, 2024 |
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): January 19, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 22, 2024 |
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): January 19, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 16, 2024 |
Financial Statements and Exhibits, Other Events 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): January 16, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 16, 2024 |
Press Release, dated January 16, 2024. Exhibit 99.1 OTC Markets Group Welcomes Constellation Acquisition Corp I to OTCQX NEW YORK, Jan. 16, 2024 (GLOBE NEWSWIRE) - OTC Markets Group Inc. (OTCQX: OTCM), operator of regulated markets for 12,000 U.S. and international securities, today announced Constellation Acquisition Corp I (OTCQX: CSTAF), a special purpose acquisition company, has qualified to trade on the OTCQX® Best Market. Constel |
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| January 16, 2024 |
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): January 16, 2024 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 16, 2024 |
OTC Markets Group Welcomes Constellation Acquisition Corp I to OTCQX Exhibit 99.1 OTC Markets Group Welcomes Constellation Acquisition Corp I to OTCQX NEW YORK, Jan. 16, 2024 (GLOBE NEWSWIRE) - OTC Markets Group Inc. (OTCQX: OTCM), operator of regulated markets for 12,000 U.S. and international securities, today announced Constellation Acquisition Corp I (OTCQX: CSTAF), a special purpose acquisition company, has qualified to trade on the OTCQX® Best Market. Constel |
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| January 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-39945 CONSTELLATION ACQUISITION CORP I THE NEW YORK STOCK EXCHANGE (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or regi |
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| December 29, 2023 |
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): December 28, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of i |
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| December 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| December 21, 2023 |
UNITED STATES SECURITIES 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): December 20, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorpora |
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| December 21, 2023 |
Exhibit 99.1 Constellation Acquisition Corp I Announces Notification to New York Stock Exchange of Intention to Voluntarily Delist Ordinary Shares, Warrants and Units Intends to Apply to Transfer Securities to OTCQX New York, N.Y. — December 20, 2023 — Constellation Acquisition Corp I (NYSE: CSTA) (the “Company”) today announced its intention to voluntarily delist its Class A ordinary shares, par |
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| November 29, 2023 |
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): November 28, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of i |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of |
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| October 27, 2023 |
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 26, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| September 29, 2023 |
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): September 29, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of |
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| August 29, 2023 |
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 29, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of inc |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of regis |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period |
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| July 28, 2023 |
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): July 28, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incor |
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| June 29, 2023 |
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): June 29, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incor |
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| May 26, 2023 |
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): May 26, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorp |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of regi |
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| May 10, 2023 |
CSTA / Constellation Acquisition Corp I - Class A / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Constellation Acquisition Corporation I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) April 30, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desig |
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| April 28, 2023 |
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): April 28, 2023 (April 24, 2023) CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jur |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-39945 CONSTELLATION |
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| March 31, 2023 |
Exhibit 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended The following description sets forth certain material terms and provisions of the securities of Constellation Acquisition Corp I (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following de |
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| March 10, 2023 |
CSTA / Constellation Acquisition Corp I - Class A / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Constellation Acquisition Corp. I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) February 28, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 28, 2023 |
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): February 28, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of i |
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| February 14, 2023 |
CSTA / Constellation Acquisition Corp I / CITADEL ADVISORS LLC - SC 13G/A Passive Investment SC 13G/A 1 tm233474-2sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* CONSTELLATION ACQUISITION CORP I (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per s |
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| February 14, 2023 |
CSTA / Constellation Acquisition Corp I / GLAZER CAPITAL, LLC Passive Investment SC 13G 1 csta20221231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Constellation Acquisition Corporation I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check t |
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| February 9, 2023 |
EX-99 2 ea173047ex1constel1.htm JOINT FILING AGREEMENT, DATED AS OF FEBRUARY 9, 2023, BY AND AMONG THE REPORTING PERSONS Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that this Statement is being jointly filed, and all amendments thereto will be jointly filed, by Constellation Spo |
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| February 9, 2023 |
SC 13D 1 ea173047-13dconstelconstel1.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* CONSTELLATION ACQUISITION CORP I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) Jarett Goldman 200 Park Avenue, 32nd Floor |
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| February 1, 2023 |
Exhibit 10.1 INVESTMENT AGREEMENT by and among CONSTELLATION ACQUISITION CORP I, CONSTELLATION SPONSOR GMBH & CO. KG, and ENDURANCE CONSTELLATION, LLC Dated as of January 26, 2023 This document is intended solely to facilitate discussions among the parties identified herein. It is not intended to create, and it will not be deemed to create, a legally binding or enforceable offer or agreement of an |
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| February 1, 2023 |
Amendment to Amended and Restated Memorandum and Articles of Association.(2) Exhibit 3.1 Registrar of Companies Government Administration Building 133 Elgin Avenue George Town Grand Cayman Constellation Acquisition Corp I (ROC #368272) (the "Company") TAKE NOTICE that at an Extraordinary General Meeting of the shareholders of the Company held on 27 January 2023, the following special resolution was passed: RESOLVED, as a special resolution that, subject to the approval of |
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| February 1, 2023 |
Exhibit 10.2 AMENDMENT TO THE LETTER AGREEMENT This AMENDMENT TO LETTER AGREEMENT (this “Amendment”), dated as of January 30, 2023, is entered into by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), Constellation Sponsor GmbH & Co. KG, a German limited partnership (the “Sponsor”) and each of the undersigned (the “Insiders”). The Company, the Sponsor |
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| February 1, 2023 |
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): February 1, 2023 (January 26, 2023) CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other |
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| February 1, 2023 |
Exhibit 10.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER TH |
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| January 26, 2023 |
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): January 25, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 26, 2023 |
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): January 25, 2023 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| January 24, 2023 |
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): January 23, 2023 (January 20, 2023) CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other |
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| January 24, 2023 |
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): January 23, 2023 (January 20, 2023) CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other |
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| January 23, 2023 |
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): January 23, 2023 (January 20, 2023) CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other |
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| January 23, 2023 |
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): January 23, 2023 (January 20, 2023) CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other |
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| January 19, 2023 |
Promissory Note dated January 18, 2023, issued by Constellation Acquisition Corp I to the Sponsor Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| January 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 19, 2023 (January 18, 2023) CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| December 30, 2022 |
DEF 14A 1 def14a1222constellation.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| December 16, 2022 |
PRE 14A 1 pre14a1222constellationacq1.htm PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only ( |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of |
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| August 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 23, 2022 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| August 26, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of regis |
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| July 22, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 21, 2022 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 21, 2022 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| July 22, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| June 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 23, 2022 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| June 30, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| May 31, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| May 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 25, 2022 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| May 19, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| May 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 17, 2022 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| May 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of regi |
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| May 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 26, 2022 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| May 9, 2022 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| March 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-39945 CONSTELLATION |
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| March 18, 2022 |
Exhibit 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended The following description sets forth certain material terms and provisions of the securities of Constellation Acquisition Corp I (?we,? ?us? or ?our?) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). The following de |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, $0.0001 par value per share (the ?Shares?) (Title of Class of Se |
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| February 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.)* Under the Securities Exchange Act of 1934 Constellation Acquisition Corp I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105** (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| February 10, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Constellation Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G2R18K105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to des |
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| February 1, 2022 |
CSTA / Constellation Acquisition Corp I / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) CONSTELLATION ACQUISITION CORP I (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G2R18K105 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check the appropriate |
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| January 19, 2022 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 2) 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): December 27, 2021 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or oth |
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| January 19, 2022 |
CONSTELLATION ACQUISITION CORP I INDEX TO FINANCIAL STATEMENT Exhibit 99.1 CONSTELLATION ACQUISITION CORP I INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of January 29, 2021 (As Restated) F-3 Notes to Financial Statement (As Restated) F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Constellation Acquisition Corp I Opinion on the Fina |
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| December 27, 2021 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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): December 27, 2021 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or oth |
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| December 27, 2021 |
CONSTELLATION ACQUISITION CORP I INDEX TO FINANCIAL STATEMENT Exhibit 99.1 CONSTELLATION ACQUISITION CORP I INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of January 29, 2021 (As Restated) F-3 Notes to Financial Statement (As Restated) F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Opinion on the Financial Statement We have audited t |
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| December 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CO |
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| December 6, 2021 |
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): December 6, 2021 CONSTELLATION ACQUISITION CORP I (Exact name of registrant as specified in its charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of in |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of |
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| August 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of regis |
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| May 28, 2021 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 28, 2021 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| May 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CONSTELLATION ACQUISITION CORP I (Exact name of regi |
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| May 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: March 31, 2021 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report on F |
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| May 5, 2021 |
Amended and Restated Promissory Note dated as of May 3, 2021.(5) Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| May 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 5, 2021 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| March 29, 2021 |
EX-99.1 2 tm2111068d6ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A ordinary shares of Constellation Acquisition Corp I, a Cayman Islands exempted company, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under |
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| March 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Constellation Acquisition Corp I (Name of Issuer) Class A ordinary shares, par value $0.0001 per share (Title of Class of Securities) G2R18K105 (CUSIP Number) March 18, 2021 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule pursuant to which this |
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| March 18, 2021 |
Financial Statements and Exhibits, Other Events 8-K 1 dp1480268k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 18, 2021 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other |
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| March 18, 2021 |
Exhibit 99.1 Constellation Acquisition Corp I Announces the Separate Trading of its Common Stock and Warrants, Commencing March 19, 2021 New York ? March 18, 2021 ? Constellation Acquisition Corp I (NYSE: CSTA) (the ?Company?) today announced that, commencing March 19, 2021, holders of the units sold in the Company?s initial public offering may elect to separately trade shares of the Company?s Cla |
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| February 25, 2021 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| February 25, 2021 |
8-K 1 dp1469238k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 25, 2021 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or oth |
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| February 8, 2021 |
Constellation Acquisition Corp I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 per share (Title of Class of Securities) G2R18K121 (CUSIP Number) January 29, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designat |
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| February 8, 2021 |
Constellation Acquisition Corp. I SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Constellation Acquisition Corp. I (Name of Issuer) Class A Ordinary Shares, $0.0001 par value per share (Title of Class of Securities) G2R18K121** (CUSIP Number) January 29, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to desig |
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| February 4, 2021 |
CONSTELLATION ACQUISITION CORP I INDEX TO FINANCIAL STATEMENT Exhibit 99.1 CONSTELLATION ACQUISITION CORP I INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of January 29, 2021 F-3 Notes to Financial Statement F-4 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Constellation Acquisition Corp I Opinion on the Financial Statement We have audi |
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| February 4, 2021 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 4, 2021 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-1574835 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| February 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CONSTELLATION ACQUISITION CORP. I (Name of Issuer) CLASS A ORDINARY SHARES, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) G2R18K121** (CUSIP Number) JANUARY 27, 2021 (Date of event which requires filing of this statement) Check the appropriate box to designate |
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| January 29, 2021 |
Constellation Acquisition Corp I Announces Pricing of $300 Million Initial Public Offering Exhibit 99.1 Constellation Acquisition Corp I Announces Pricing of $300 Million Initial Public Offering New York – January 26, 2021 – Constellation Acquisition Corp I (“Constellation” or the “Company”) announced today that it priced its initial public offering of 30,000,000 units at $10.00 per unit. The units are expected to be listed on the New York Stock Exchange (“NYSE”) and trade under the tic |
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| January 29, 2021 |
Indemnity Agreement, dated January 26, 2021, between the Company and Hugo Banziger. Exhibit 10.9 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 26 2021, by and between CONSTELLATION ACQUISITION CORP I, a Cayman Islands exempted company (the “Company”), and Hugo Banziger (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacitie |
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| January 29, 2021 |
Indemnity Agreement, dated January 26, 2021, between the Company and Martin Weckwerth. Exhibit 10.7 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 26, 2021, by and between CONSTELLATION ACQUISITION CORP I, a Cayman Islands exempted company (the “Company”), and Martin Weckwerth (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capac |
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| January 29, 2021 |
Financial Statements and Exhibits, Other Events 8-K 1 dp1451808k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 29, 2020 (January 26, 2021) CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in its Charter) Cayman Islands 001-39945 98-157 |
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| January 29, 2021 |
Indemnity Agreement, dated January 26, 2021, between the Company and Charles Stonehill. EX-10.11 15 dp145180ex1011.htm EXHIBIT 10.11 Exhibit 10.11 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 26, 2021, by and between CONSTELLATION ACQUISITION CORP I, a Cayman Islands exempted company (the “Company”), and Charles Stonehill (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corpor |
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| January 29, 2021 |
EX-1.1 2 dp145180ex0101.htm EXHIBIT 1.1 Exhibit 1.1 30,000,000 Units Constellation Acquisition Corp I UNDERWRITING AGREEMENT January 26, 2021 Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 As Representatives of the several Underwriters Ladies and Gentlemen: Constellation Acquisition Corp I, a Cayman Islands exem |
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| January 29, 2021 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of January 26, 2021, is by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as the “Transfer Agent”). WHEREAS, th |
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| January 29, 2021 |
EX-10.2 6 dp145180ex1002.htm EXHIBIT 10.2 Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 26, 2021 by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Com |
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| January 29, 2021 |
Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of January 26, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and each of the undersigned parties listed on the signature page hereto under “Purch |
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| January 29, 2021 |
EX-10.4 8 dp145180ex1004.htm EXHIBIT 10.4 Exhibit 10.4 CONSTELLATION ACQUISITION CORP I 181 Westchester Avenue Suite 407A Port Chester, NY 10573 January 26, 2021 Constellation Sponsor GmbH & Co. KG c/o MC Investments GmbH, Tuerkenstrasse 7, 80333 Munich, Germany Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and between Constellation Acquisi |
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| January 29, 2021 |
Exhibit 10.1 January 26, 2021 Constellation Acquisition Corp I 181 Westchester Avenue Suite 407A Port Chester, NY 10573 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Constellation Acquisition Corp I, a Cayman Islands exempted com |
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| January 29, 2021 |
Indemnity Agreement, dated January 26, 2021, between the Company and Thomas Stapp. EX-10.8 12 dp145180ex1008.htm EXHIBIT 10.8 Exhibit 10.8 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 26, 2021, by and between CONSTELLATION ACQUISITION CORP I, a Cayman Islands exempted company (the “Company”), and Thomas Stapp (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations a |
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| January 29, 2021 |
Indemnity Agreement, dated January 26, 2021, between the Company and Vesna Nevistic. Exhibit 10.10 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 26, 2021, by and between CONSTELLATION ACQUISITION CORP I, a Cayman Islands exempted company (the “Company”), and Vesna Nevistic (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capaci |
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| January 29, 2021 |
Amended and Restated Memorandum and Articles of Association.(1) Exhibit 3.1 THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CONSTELLATION ACQUISITION CORP I (adopted by special resolution dated January 27, 2021 and effective on January 27, 2021) THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSO |
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| January 29, 2021 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 26, 2021, is made and entered into by and among Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), Constellation Sponsor GmbH & Co. KG, a German limited partnership (the “Sponsor”) and each of the undersigned parties listed on the signature page he |
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| January 29, 2021 |
Indemnity Agreement, dated January 26, 2021, between the Company and Klaus Kleinfeld. EX-10.6 10 dp145180ex1006.htm EXHIBIT 10.6 Exhibit 10.6 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 26, 2021, by and between CONSTELLATION ACQUISITION CORP I, a Cayman Islands exempted company (the “Company”), and Klaus Kleinfeld (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporation |
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| January 28, 2021 |
$300,000,000 Constellation Acquisition Corp I 30,000,000 Units 424B4 1 dp144885424b4.htm FORM 424B4 Filed pursuant to Rule 424(b)(4) Registration Statement No. 333-251974 PROSPECTUS $300,000,000 Constellation Acquisition Corp I 30,000,000 Units Constellation Acquisition Corp I is a newly incorporated blank check company incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, |
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| January 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 CONSTELLATION ACQUISITION CORP I (Exact Name of Registrant as Specified in Its Charter) Cayman Islands 98-1574835 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 181 W |
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| January 25, 2021 |
Constellation Acquisition Corp I 181 Westchester Avenue Suite 407A Port Chester, NY 10573 January 25, 2021 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| January 25, 2021 |
CORRESP 1 filename1.htm Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 January 25, 2021 Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attn: Mark Wojciechowski, John Cannarella, Kevin Dougherty, Laura Nicholson Re: Co |
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| January 22, 2021 |
New York Northern California Washington DC S?o Paulo London Paris Madrid Hong Kong Beijing Tokyo Derek Dostal Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4322 tel derek. |
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| January 22, 2021 |
As filed with the U.S. Securities and Exchange Commission on January 22 , 2021. Registration No. 333- 251974 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Constellation Acquisition Corp I (Exact Name of Registrant as Specified in Its Charter) Cayman Islands 6770 98-1574835 (State or Other |
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| January 8, 2021 |
Exhibit 99.2 Consent to be Named as a Director Nominee In connection with the filing by Constellation Acquisition Corp I of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Const |
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| January 8, 2021 |
Memorandum and Articles of Association. Exhibit 3.1 THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM AND ARTICLES OF ASSOCIATION OF CONSTELLATION ACQUISITION CORP I THE COMPANIES LAW (2020 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES MEMORANDUM OF ASSOCIATION OF CONSTELLATION ACQUISITION CORP I 1 The name of the Company is Constellation Acquisition Corp I 2 The Registered Office o |
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| January 8, 2021 |
EX-4.1 5 dp143759ex0401.htm EXHIBIT 4.1 Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [●] CONSTELLATION ACQUISITION CORP I UNITS CONSISTING OF ONE CLASS A ORDINARY SHARE AND ONE-THIRD OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE CLASS A ORDINARY SHARE THIS CERTIFIES THAT is the owner of Units of Constellation Acquisition Corp I, a Cayma |
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| January 8, 2021 |
EX-99.1 20 dp143759ex9901.htm EXHIBIT 99.1 Exhibit 99.1 Consent to be Named as a Director Nominee In connection with the filing by Constellation Acquisition Corp I of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a |
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| January 8, 2021 |
Exhibit 10.4 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [·], 2021, by and between CONSTELLATION ACQUISITION CORP I, a Cayman Islands exempted company (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are pr |
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| January 8, 2021 |
As filed with the U.S. Securities and Exchange Commission on January 8, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Constellation Acquisition Corp I (Exact Name of Registrant as Specified in Its Charter) Cayman Islands 6770 98-1574835 (State or Other Jurisdiction of Incorporatio |
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| January 8, 2021 |
EX-4.3 7 dp143759ex0403.htm EXHIBIT 4.3 Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW CONSTELLATION ACQUISITION CORP I Incorporated Under the Laws of the Cayman Islands CUSIP [●] Warrant Certificate This Warrant Certificate certifies th |
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| January 8, 2021 |
Form of Private Placement Warrant Agreement between the Registrant and Affiliates of the Sponsor. Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [·], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and each of the undersigned parties listed on the signature page hereto under “Purchasers” |
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| January 8, 2021 |
EX-10.1 11 dp143759ex1001.htm EXHIBIT 10.1 Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [·], 2021 by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s |
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| January 8, 2021 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [·], 2021, is made and entered into by and among Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), Constellation Sponsor GmbH & Co. KG, a German limited partnership (the “Sponsor”) and each of the undersigned parties listed on the signature page hereto un |
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| January 8, 2021 |
Form of Administrative Services Agreement between the Registrant and the Sponsor. EX-10.5 15 dp143759ex1005.htm EXHIBIT 10.5 Exhibit 10.5 CONSTELLATION ACQUISITION CORP I 181 Westchester Avenue Suite 407A Port Chester, NY 10573 [·], 2021 Constellation Sponsor GmbH & Co. KG c/o MC Investments GmbH, Tuerkenstrasse 7, 80333 Munich, Germany Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement (this “Agreement”) by and between Constellation Acquisition C |
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| January 8, 2021 |
Form of Amended and Restated Memorandum and Articles of Association. Exhibit 3.2 THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF CONSTELLATION ACQUISITION CORP I (adopted by special resolution dated [●] and effective on [●]) THE COMPANIES ACT (2020 Revision) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF CONSTELLATION A |
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| January 8, 2021 |
EX-10.8 18 dp143759ex1008.htm EXHIBIT 10.8 Exhibit 10.8 [·], 2021 Constellation Acquisition Corp I 181 Westchester Avenue Suite 407A Port Chester, NY 10573 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Constellation Acquisition C |
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| January 8, 2021 |
CORRESP 1 filename1.htm New York Northern California Washington DC São Paulo London Paris Madrid Hong Kong Beijing Tokyo Derek Dostal Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4322 tel [email protected] January 8, 2021 Re: Constellation Acquisition Corp I Draft Registration Statement on Form S-1 Submitted December 8, 2020 CIK No. 0001834032 Mr. Mark Wojciec |
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| January 8, 2021 |
Exhibit 99.3 Consent to be Named as a Director Nominee In connection with the filing by Constellation Acquisition Corp I of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the board of directors of Const |
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| January 8, 2021 |
Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1). Exhibit 5.1 New York Northern California Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4000 tel 212 701 5800 fax January 8, 2021 Constellation Acquisition Corp I 181 Westchester Avenue Suite 407A Port Chester, NY 10573 Ladies and Gentlemen: Constellation Acquisition Corp I, a Cayman Islands exempted com |
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| January 8, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant. EX-4.4 8 dp143759ex0404.htm EXHIBIT 4.4 Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this “Agreement”), dated as of [·], 2021, is by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent,” and also referred to herein as t |
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| January 8, 2021 |
Form of Underwriting Agreement. Exhibit 1.1 30,000,000 Units Constellation Acquisition Corp I UNDERWRITING AGREEMENT [●], 2021 Deutsche Bank Securities Inc. 60 Wall Street New York, New York 10005 Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 As Representatives of the several Underwriters Ladies and Gentlemen: Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), proposes, subject |
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| January 8, 2021 |
Specimen Ordinary Share Certificate. EX-4.2 6 dp143759ex0402.htm EXHIBIT 4.2 Exhibit 4.2 NUMBER SHARES C- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [●] CONSTELLATION ACQUISITION CORP I CLASS A ORDINARY SHARES THIS CERTIFIES THAT is the owner of Class A ordinary shares, par value $0.0001 per share (each, a “Class A Ordinary Share”), of Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), transferable on |
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| January 8, 2021 |
Securities Subscription Agreement, dated November 23, 2020, between the Registrant and the Sponsor. Exhibit 10.7 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”), effective as of November 23, 2020, is made and entered into by and between Constellation Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and Klaus Kleinfeld (the “Buyer”). RECITALS: WHEREAS, the Buyer wishes to subscribe for an aggregate of 8,625,000 Class B ordinary shares (the |
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| January 8, 2021 |
Promissory Note, dated as of November 23, 2020, issued to an executive officer of the Registrant. EX-10.6 16 dp143759ex1006.htm EXHIBIT 10.6 Exhibit 10.6 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY I |
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| December 8, 2020 |
This is a confidential draft submission to the U.S. Securities and Exchange Commission on December 7, 2020 and is not being filed under the Securities Act of 1933, as amended. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Constellation Acquisition Corp I (Exact Name of Registrant as Spe |
