Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-balance Sheet Arrangement of a Registrant.
On February 15, 2023, Valor Latitude Acquisition Corp. (the "Company") issued an
unsecured promissory note (the "Note") in the amount of $100,000 to Valor
Latitude LLC (the "Sponsor"). The proceeds of the Note will be used by the
Company for general working capital purposes.
The Note bears no interest and is payable in full upon the earlier to occur of
(i) May 5, 2023 or (ii) the consummation of the Company's initial business
combination. A failure to pay the principal within five business days of the
date specified above or the commencement of a voluntary or involuntary
bankruptcy action shall be deemed an event of default, in which case the Note
may be accelerated. The Sponsor has the option to convert any unpaid balance of
the Note into warrants (the "Conversion Warrants"), each whole warrant entitling
the holder thereof to purchase one Class A ordinary share at a price of $11.50
per Class A ordinary share, subject to adjustment. The terms of the Conversion
Warrants would be identical to the warrants issued by the Company in a private
placement that was consummated in connection with the Company's initial public
offering. The Sponsor is entitled to certain registration rights relating to the
Conversion Warrants.
The issuance of the Note was made pursuant to the exemption from registration
contained in Section 4(a)(2) of the Securities Act of 1933, as amended.
A copy of the Note is attached as Exhibit 10.1 to this Current Report on Form
8-K and is incorporated herein by reference. The disclosures set forth in this
Item 2.03 are intended to be summaries only and are qualified in their entirety
by reference to the Note.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No. Description
10.1 Promissory Note, dated February 15, 2023, issued by Valor Latitude
Acquisition Corp. to Valor Latitude LLC.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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