Item 1.02. Termination of a Material Definitive Agreement.
The information set forth in the Introductory Note of this Current Report on Form 8-K is incorporated herein by reference.
On the Closing Date, in connection with the consummation of the Business
Combination, Alkuri terminated in accordance with its terms that certain
Investment Management Trust Agreement, between Alkuri and
Item 2.01. Completion of Acquisition or Disposition of Assets.
The information set forth in the Introductory Note and Item 1.02 of this Current Report on Form 8-K is incorporated by reference herein.
Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated by reference herein.
In connection with the consummation of the Business Combination, on the Closing
Date, Alkuri notified
Item 3.03. Material Modification to Rights of Security Holders.
The information set forth in the Introductory Note and Item 2.01 and Item 3.01 above and Item 5.01 below of this Current Report on Form 8-K is incorporated by reference into this Item 3.03.
Item 5.01. Changes in Control of Registrant.
The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.01.
As a result of the consummation of the Business Combination, a change in control of Alkuri occurred. Following the consummation of the Business Combination, Alkuri became a wholly owned subsidiary of Babylon.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated by reference herein.
In accordance with the terms of the Merger Agreement, and effective as of the Closing Date, each of Alkuri's officers and directors resigned as a member of Alkuri's board of directors and/or from each officer position previously held, as applicable. These resignations were not a result of any disagreement between Alkuri and the officers and directors on any matter relating to Alkuri's operations, policies or practices.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 2.1* Agreement and Plan of Merger, dated as ofJune 3, 2021 , by and amongBabylon Holdings Limited ,Liberty USA Merger Sub, Inc. , andAlkuri Global Acquisition Corp. (incorporated by reference to the Alkuri Current Report on Form 8-K filed onJune 4, 2021 ). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Certain of the exhibits and schedules to this exhibit have been omitted in
accordance with Regulation S-K Item 601(b)(2). Alkuri agrees to furnish
supplementally a copy of all omitted exhibits and schedules to the
request.
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