Concord Acquisition Corp III
For the period ended Dec 31, 2023. Filed Mar 8, 2024.
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FY2023 · Filed Mar 8, 2024
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Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as part of this report or incorporated herein by reference:
(1)Consolidated Financial Statements
(2)Consolidated Financial Statements Schedule
None
(3)Exhibits:
The following documents are included as exhibits to this Annual Report:
| Exhibit No. | Description | |
| 2.1(7)+ | | Business Combination Agreement, dated as of November 2, 2023, by and among Concord Acquisition Corp III, GCT Semiconductor, Inc. and Gibraltar Merger Sub Inc. |
| 3.1(1) | Amended and Restated Certificate of Incorporation. | |
| 3.2(2) | | Bylaws. |
| 3.3(5) | | Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Concord Acquisition Corp III, dated May 4, 2023 |
| 3.4(8) | | Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Concord Acquisition Corp III, dated November 7, 2023. |
| 4.1(2) | Specimen Unit Certificate. | |
| 4.2(2) | Specimen Class A Common Stock Certificate. | |
| 4.3(2) | Specimen Warrant Certificate. | |
| 4.4(1) | Warrant Agreement, dated November 3, 2021, between the Registrant and Continental Stock Transfer & Trust Company. | |
| 4.5(3) | Description of Securities of the Registrant. | |
| 10.1(2) | Amended and Restated Promissory Note, dated August 10, 2021, issued to our sponsor. | |
| 10.2(2) | Securities Subscription Agreement, dated March 1, 2021, between the Registrant and our sponsor. | |
| 10.3(1) | Letter Agreement, dated November 3, 2021, among the Company, our sponsor, CA2 Co-Investment LLC and each of the executive officers, directors and initial stockholders of the Company. | |
| 10.4(1) | Investment Management Trust Agreement, dated November 3, 2021, between the Registrant and Continental Stock Transfer & Trust Company. | |
| 10.5(1) | Registration Rights Agreement, dated November 3, 2021, among the Company, our sponsor and certain securityholders. | |
| 10.6(1) | Private Placement Warrants Subscription Agreement, darted November 3, 2021, by and between the Company and the Sponsor. | |
| 10.7(1) | | Private Placement Warrants Subscription Agreement, darted November 3, 2021, by and between the Company and CA2 Co-Investment LLC |
| 10.8(1) | | Administrative Services Agreement, dated November 3, 2021, between the Company and Atlas Merchant Capital LLC |
| 10.9(1) | | Promissory Note for Sponsor Loan, dated November 8, 2021, between the Company and the Sponsor |
| 10.10(1) | | Promissory Note for Sponsor Loan, dated November 8, 2021, between the Company and the CA2 Co-Investment |
| 10.11(1) | | Form of Indemnity Agreement. |
| 10.12(1) | | Underwriting Agreement, dated November 3, 2021, by and among the Company, Citigroup Global Markets Inc. and Cowen and Company, LLC. |
| 10.13(5) | | Form of Non-Redemption Agreement and Assignment of Economic Interest |
| 10.14(6) | | Form of Non-Redemption Agreement |
| 10.15(7) | | Form of Registration Rights Agreement |
| 10.16(7) | | Form of Lock-Up Agreement |
| 10.17(7) | | Form of PIPE Subscription Agreement |
| 10.18(7) | | Sponsor Support Agreement, dated as of November 2, 2023, by and among Concord Acquisition Corp III, GCT Semiconductor, Inc., Concord Sponsor Group III LLC and CA2 Co-Investment LLC. |
| 10.19(7) | | Stockholder Support Agreement, dated as of November 2, 2023, by and among Concord Acquisition Corp III and certain stockholders of GCT Semiconductor, Inc. |
| 31.1* | Certification of Chief Executive Officer (Principal Executive Officer) required by Rule 13a-14(a) or Rule 15d-14(a). | |
| 31.2* | Certification of Chief Financial Officer (Principal Financial and Accounting Officer) required by Rule 13a-14(a) or Rule 15d-14(a). | |
| 32.1** | Certification of Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C. 1350. | |
| 97.1 | | Clawback Policy |
| 101.INS* | | XBRL Instance Document* |
| 101.SCH* | XBRL Taxonomy Extension Schema | |
| 101.CAL* | XBRL Taxonomy Calculation Linkbase | |
| 101.DEF* | | XBRL Definition Linkbase Document |
| 101.LAB* | XBRL Taxonomy Label Document | |
| 101.PRE* | XBRL Definition Linkbase Document | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
*Filed herewith.
**Furnished herewith.
+Certain of the schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(b)(2). The Registrant agrees to furnish supplementally a copy of all omitted schedules to the Securities and Exchange Commission upon its request.
(1)Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 9, 2021.
(2)Incorporated by reference to an exhibit to the Registrant’s Form S-1 (File No. 333-254789), filed with the SEC on March 26, 2021, as amended.
(3)Incorporated by reference to an exhibit to the Registrant’s Form 10-K, filed with the SEC on March 18, 2022, as amended.
(4)Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on April 7, 2023.
(5)Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 8, 2023.
(6)Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on October 30, 2023.
(7)Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 8, 2023.
(8)Incorporated by reference to an exhibit to the Registrant’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on November 13, 2023.
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