Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
On August 23, 2022, Sustainable Development Acquisition I Corp. (the "Company")
issued an unsecured promissory note (the "Note") in the principal amount of up
to $500,000 to Sustainable Development Sponsor, LLC (the "Sponsor"). The Note
does not bear interest and is repayable in full upon consummation of the
Company's initial business combination (a "Business Combination"). If the
Company does not complete a Business Combination, the Note shall not be repaid
and all amounts owed under it will be forgiven. Upon the consummation of a
Business Combination, the Sponsor shall have the option, but not the obligation,
to convert up to the principal balance of the Note to warrants of the Company,
at a price of $1.00 per warrant (the "Warrants"). The terms of the Warrants will
be identical to the terms of the warrants issued by the Company to the Sponsor
in a private placement that took place simultaneously with the Company's initial
public offering. The Note is subject to customary events of default, the
occurrence of which automatically trigger the unpaid principal balance of the
Note and all other sums payable with regard to the Note becoming immediately due
and payable.
The Note was issued pursuant to the exemption from registration contained in
Section 4(a)(2) of the Securities Act of 1933, as amended.
The Note is attached as Exhibit 10.1 to this Current Report on Form 8-K and is
incorporated herein by reference. The disclosure set forth in this Item 2.03 is
intended to be a summary only and is qualified in its entirety by reference to
the Note.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Promissory Note dated August 23, 2022 made by and between Sustainable
Development Acquisition I Corp. and Sustainable Development Sponsor, LLC
104 Cover Page Interactive Data File (formatted as Inline XBRL)
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