We will seek to invest predominately in venture and growth equity opportunities. The startup is launching a new line of athletic gear made of merino wool and yarn created from [.] Rosecliff Acquisition I and GT Gettaxi Limited ( dba Gett), have entered into a definitive business combination agreement that vlaues the combined enterprise at $1 billion. At Rosecliff, we are looking to help innovative startups change the world and make it a better place for future generations. $RCLF Rosecliff Acquisition Corp I filed SEC Form 8-K: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Submission of Matters to a Vote of Security Holders, Other Events, Financial Statements and Exhibits Stay informed daily on the latest SPAC news. Tech SPAC Rosecliff Acquisition I prices upsized $220 million IPO, Renaissance International ETF (symbol: IPOS), Do Not Sell My Personal Information (CA Residents Only). We will adopt an audit committee charter, which will detail the purpose and principal functions of the audit committee, including: assisting board oversight of (1) the integrity of our financial statements, (2) our compliance with legal and regulatory requirements, (3) our independent registered public accounting firms qualifications and independence, and (4) the performance of our internal audit function and independent registered public accounting firm; the appointment, compensation, retention, replacement, and oversight of the work of the independent registered public accounting firm and any other independent registered public accounting firm engaged by us; pre-approving all audit and non-audit services to be provided by the independent registered public accounting firm or any other registered public accounting firm engaged by us, and establishing pre-approval policies and procedures; 117 Table of Contents reviewing and discussing with the independent registered public accounting firm all relationships the auditors have with us in order to evaluate their continued independence; setting clear hiring policies for employees or former employees of the independent registered public accounting firm; setting clear policies for audit partner rotation in compliance with applicable laws and regulations; obtaining and reviewing a report, at least annually, from the independent registered public accounting firm describing (1) the independent registered public accounting firms internal quality-control procedures and (2) any material issues raised by the most recent internal quality-control review, or peer review, of the audit firm, or by any inquiry or investigation by governmental or professional authorities, within the preceding five years respecting one or more independent audits carried out by the firm and any steps taken to deal with such issues; meeting to review and discuss our annual audited financial statements and quarterly financial statements with management and the independent registered public accounting firm, including reviewing our specific disclosures under Managements Discussion and Analysis of Financial Condition and Results of Operations; reviewing and approving any related party transaction required to be disclosed pursuant to Item 404 of Regulation S-K promulgated by the SEC prior to us entering into such transaction; and reviewing with management, the independent registered public accounting, https://www.sec.gov/Archives/edgar/data/1833498/000121390022047466/f10q0622_rosecliffacq1.htm, https://www.sec.gov/Archives/edgar/data/1833498/000121390022026472/f10q0322_rosecliffacq1.htm, https://www.sec.gov/Archives/edgar/data/1833498/000121390022016396/f10k2021_rosecliffacq1.htm, https://www.sec.gov/Archives/edgar/data/1833498/000121390022014649/ea157112-8ka_rosecliff.htm, https://www.sec.gov/Archives/edgar/data/1833498/000121390022011959/ea156788-8k_roseacq1.htm, 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Mr. Radecki earned a Bachelor of Science from University of New York at Buffalo, with a dual degree in Accounting and Finance. We are not party to any agreements with our directors and officers that provide for benefits upon termination of employment. Thirty Madison is the parent company of condition-specific brands known as: Keeps, Cove, Evens, and Picnic. Mr. Radecki also played a major role in acquisitions of Apartments.com in 2014 for $585 million and ApartmentFinder in 2015 for $170 million, which allowed CoStar to successfully enter a new strategic vertical and significantly expanded CoStars total addressable market. Mr. Radecki is currently an investor and director on the board of Wheels Up. The charter of each committee will be available on our website following the closing of this offering. Zero shares available to short currently in $RCLF. Posted August 15 in Press. 45 seconds delayed. Phone: (212) 492-3000, Email: contact@rosecliff.com Address: 245 5th Avenue, Floor 14, New York, NY 10016 The opportunity is available to a select number of applicants. Securities and Exchange Commission Filings - Rosecliff Acquisition Corp Securities and Exchange Commission Filings Click on link below to connect to Edgar Online at the Rosecliff Acquisition Corp. page for a comprehensive list of our SEC filings and access to downloads: EDGAR Online Investor Relations Cambridge, Massachusetts-based APRINOIA is developing treatments and diagnostic tools for Alzheimers and Parkinsons that target the toxic proteins that accelerate the diseases progression. The combined company has a market capitalization of approximately $500 million. Rosecliff has the capacity to invest in everything from Seed to Pre-IPO. Outsmart the market with Smart Portfolio analytical tools powered by TipRanks. 45 seconds delayed. The views and opinions expressed herein are the views and opinions of the author and do not necessarily reflect those of Nasdaq, Inc. 2023, Nasdaq, Inc. All Rights Reserved. Ir approved, upon closing the combined company will trade on the Nasdaq under GETT. These symbols will be available throughout the site during your session. Allbirds to Sell Wool and Tree-Based Workout Clothes, Taking on Nike and Lululemon. ", "Rosecliff Ventures Leads $1.5m Investment Round In EdTech Startup,YellowDig", "Will Facebook Be the First Trillion DollarCompany? We intend to appoint one additional independent director to our audit committee to replace Mr. Murphy within one year following this offering pursuant to the Nasdaq phase-in provisions for initial public offerings. 500 Startups is a leading global venture capital fund and startup accelerator. Type a symbol or company name. Our officers are appointed by the board of directors and serve at the discretion of the board of directors, rather than for specific terms of office. Wheels Up provides private aviation options with flexible benefits and travel routes. The SPAC initially listed in February 2021 with a mandate to seek out a well-managed technology target with the potential to generate sustainable free cash flow. Currently, Mr. Murphy is a regular contributor on Fox Network and makes appearances each week on Varney & Co, Mornings with Maria & Cavuto. Rosecliff Venture Partners General Information. DealFlow Financial Products, Inc. (d/b/a DealFlow Events). Each whole warrant entitles Rosecliff is proud to announce that one of our portfolio companies, Recycle Track Systems (RTS), was officially awarded the contract to service the Google NYC HQ. Commencing on the date that our securities are first listed on Nasdaq through the earlier of consummation of our initial business combination and our liquidation, pursuant to a support services agreement we will enter into with our sponsor, we will pay our sponsor a total of $10,000 per month for office, support and administrative services. Rosecliff Acquisition Corp I is a newly incorporated blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. https://newsfilter.io/a/01d348fc0385d94dc31889d8ec5d020a, $RCLF / Rosecliff Acquisition Corp I files form DEF 14A https://fintel.io/sf/us/rclf?utm_source=stocktwits.com&utm_medium=Referral&utm_campaign=filing. The Nasdaq is blowing past 2000 levels. Prior to our initial business combination, holders of our founder shares will have the right to elect all of our directors and remove members of the board of directors for any reason, and holders of our public shares will not have the right to vote on the election of directors during such time. https://quantisnow.com/i/3839527?utm_source=stocktwits All rights reserved. However, these "market conditions" also coincide with this deal possibly being the first SPAC casualty of the Russia-Ukraine war. The transaction would provide up to $253 million in gross proceeds from Rosecliff's trust account, assuming no redemptions, with an additional $30 million in gross proceeds from a fully committed PIPE from Rosecliff's sponsors and existing Gett shareholders. Each consists of one share of Class A common stock and one-third of one redeemable warrant. He is currently the Chair of the Investment Committee at Woodberry Forest School. When the symbol you want to add appears, add it to Watchlist by selecting it and pressing Enter/Return. Tailwind in its initial S-1 filing has said it will target international consumer internet and other high-growth technology companies in international markets, with a focus on the European market. Read more. An independent director is defined generally as a person that, in the opinion of the companys board of directors, has no material relationship with the listed company (either directly or as a partner, stockholder or officer of an organization that has a relationship with the company). Advertisement. https://newsfilter.io/a/8518e2700092914fed3e9ffbdb688c88, Our directors, director nominees and officers are as follows: Executive Officers Michael Murphy has served as our Chief Executive Officer and a member of our Board of Directors since our inception. The deal is expected to close in the first half of . Latest SPAC News: Grab revealed as top food delivery player in ASEAN despite slowing growth, SomaLogic reduces staff, and DL E&C, Doosan invest $25M in X-Energy Grab tightens ASEAN food delivery grip despite slowing growth Singapore-based Ross Acquisition Corp. II (NYSE:ROSS) has entered into a definitive agreement to combine with drug developer APRINOIA at an enterprise value of $319.6 million. Rosecliff I, a Tech SPAC, Files for $200M IPO, HPX Borrows $410K From Sponsor as it Works on Ambipar Deal, Giant Oak Acquisition Chops Deal Size in Half Ahead of $100M IPO, Jack Creek Investment Sidelines Bridger Vote to Propose 1-Month Extension, Instead, CC Neuberger III Files Proxy for Merger Extension, Deal-Needy SPAC Sponsors Flock to Tiny Tie-Ups as Clock Ticks, SEC Plans to Finalize Two Dozen Rules in 2023, SPAC Defenders Fear Professors Victory Means Lawsuit Gold Rush, OCA AcquisitionRedemptions Hit 76% Ahead of Tomorrows Extension Vote, Novus Capital II Rolls Another $50M into Energy Vault PIPE, Tailwind International Acquisition Prices Upsized $300M IPO. He has over 20 years of experience building both small private and large public companies. Redemptions ahead of the vote appear to have wiped out roughly 77% of the SPAC's cash in trust. This transaction between Rosecliff and Gett represents our first de-SPAC business combination for the Rosecliff platform. fasthouse yz250 graphics; mining contribution to gdp by country; koenigsegg agera rs list Rosecliff Acquisition I, a blank check company backed by Rosecliff Venture Management targeting technology, raised $220 million by offering 22 million units at $10. We believe this is an incredible opportunity to collaborate with a . See a problem? The firm has over $1B in assets under management and operates multiple investment strategies, including credit, venture capital and private equity $1.4 Billion Zimmerman Advertising has worked with highly recognizable and successful businesses in the consumer sector, such as Nissan, McDonalds, Dunkin Donuts, Five Below, Party City, Kay Jewelers, AutoNation, Michaels, Advance America, TBC/Tire Kingdom, Office Depot, and Carfax. Mr. Murphy is currently a board member of multiple private, venture capital backed companies including Cargo Systems, Squarefoot, ForDays and Agile Stacks. The firm has over $1B in assets under management and operates multiple investment strategies, including credit, venture capital and private equity. The company is led by CEO and Director Michael Murphy, the founder and Managing Partner of Rosecliff Venture Management; President and Director Jordan Zimmerman, the founder and Chairman of Zimmerman Advertising; and CFO Kieran Goodwin, the founder and former Co-Managing Partner and Portfolio Manager of Panning Capital Management. BTIG is the sole bookrunner on the deal. As always, it was a great show. Antarctica Capitals new appointees will take the reins with a tighter budget and schedule than their predecessors, however. The SPAC is focused on the travel and transportation sectors, and plans to list on the Nasdaq under TVACU. https://quantisnow.com/i/3733289?utm_source=stocktwits Since 2018, Mr. Goodwin has invested his own capital in both private and public markets. At the proposed deal size, Rosecliff Acquisition would command a market value of $250 million. Renaissance Capital's Renaissance IPO ETF (symbol: IPO), Renaissance International ETF (symbol: IPOS), or separately managed institutional accounts may have investments in securities of companies mentioned. Number, Terms of Office and Election of Directors and Officers Upon the effectiveness of the registration statement of which this prospectus forms a part, we expect that our board of directors will consist of four members. The company offered 2 million more units than anticipated. Billion Dollar Company? All compensation will be fully disclosed to stockholders, to the extent then known, in the tender offer materials or proxy solicitation materials furnished to our stockholders in connection with a proposed business combination. Subject to any other special rights applicable to the stockholders, prior to our initial business combination, any vacancies on our board of directors may be filled by the affirmative vote of a majority of the directors present and voting at the meeting of our board of directors, or by holders of a majority of the issued and outstanding shares of our Class B common stock. Our board of directors is authorized to appoint persons to the offices set forth in our bylaws as it deems appropriate. Rosecliff is led by CEO and board member Michael Murphy, who founded the sponsor company in 2016. Approval of our initial business combination will require the affirmative vote of a majority of our board directors, which must include a majority of our independent directors. Board of Directors Brian Radecki has served as a member of our Board of Directors since our inception. Our board has determined that each of Brian Radecki and Frank S. Edmonds is an independent director under applicable SEC and Nasdaq listing rules. Rosecliff is a diversified investment management firm based in New York City. BTIG acted as a lead manager on the deal. In March 2015, with a donation of $10 million dollars from the Jordan Zimmerman Family Foundation, Mr. Zimmerman established the University of South Florida Zimmerman School of Advertising and Mass Communications and its highly regarded Zimmerman Advertising Program. When the symbol you want to add appears, add it to My Quotes by selecting it and pressing Enter/Return. 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