Stardust Power Inc. current report, 13 June 2023

Business Context and Reporting Period

This Form 8-K was filed by Global Partner Acquisition Corp II, not Stardust Power Inc., and reports an event dated June 13, 2023. The registrant is a Cayman Islands special purpose acquisition company seeking to complete an initial business combination.

Key Financial Metrics and Liquidity

  • The company drew $150,000 under a promissory note with Global Partner Sponsor II LLC.
  • The proceeds were deposited into the trust account for public shareholders.
  • The note bears no interest and matures upon closing of the initial business combination.
  • If no business combination is completed, repayment is limited to amounts remaining outside the trust account, if any.
  • Up to $1.75 million of the note principal may be converted, at the lender’s option, into warrants at $1.50 per warrant.
  • The filing does not provide revenue, profit, cash flow, margin, total debt, or total liquidity figures.

Material Changes Versus the Prior Period

The $150,000 draw enabled the company to extend its deadline to complete an initial business combination from June 14, 2023 to July 14, 2023. This was the third of nine permitted one-month extensions.

Guidance, Outlook, Risks, and Unusual Items

  • The extension provides additional time to complete the initial business combination; it does not indicate that a transaction will be completed.
  • Failure to consummate a business combination would limit repayment of the note to funds outside the trust account, if any.
  • The potential conversion of up to $1.75 million of principal into warrants could dilute existing shareholders if exercised.
  • The filing contains no operating guidance or management forecast.

Facts Investors Should Verify

  • Confirm that the filing relates to Global Partner Acquisition Corp II rather than Stardust Power Inc.
  • Verify the status and terms of any proposed initial business combination.
  • Confirm the amount held in the trust account and funds available outside the trust account.
  • Assess the potential dilution from conversion of the promissory note into warrants.
  • Verify whether subsequent filings disclose further extensions, repayment, conversion, or completion of a business combination.