PSQ Holdings, Inc. current report, 19 July 2023

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PSQ Holdings, Inc. Form 8-K Summary

Business context and reporting period

Filed July 19, 2023, under Item 7.01 and Item 9.01. The filing reports completion of the previously announced business combination between Colombier Acquisition Corp. and PublicSq. pursuant to the February 27, 2023 merger agreement.

Following closing, Colombier Acquisition Corp. changed its name to PSQ Holdings, Inc., and the combined company continued PublicSq.’s existing operations. The company is now known as PublicSq. Inc. in the related announcement.

Key financial metrics

The filing does not provide revenue, profit or loss, cash flow, margins, debt, liquidity, transaction proceeds, share counts, or other operating or financial metrics.

Material changes versus the prior comparable period

  • Stockholders approved the business combination and related proposals at a special meeting held July 19, 2023.
  • The business combination was consummated on July 19, 2023.
  • The registrant changed its name from Colombier Acquisition Corp. to PSQ Holdings, Inc.
  • Class A common stock and warrants were expected to begin trading on the New York Stock Exchange on July 20, 2023 under the symbols PSQH and PSQH WS, respectively.

Guidance, outlook, risks, contingencies, and unusual items

The filing contains no financial guidance or detailed outlook. It announces the closing of the business combination and the expected commencement of public trading. The filing does not disclose material contingencies, litigation, financing terms, or unusual financial items.

The press releases furnished under Item 7.01 are not deemed filed for purposes of Section 18 of the Exchange Act and are not incorporated by reference into other filings, except as stated in the filing.

Important facts for investors to verify

  • Final transaction consideration, financing and cash proceeds, including any redemptions or PIPE financing.
  • Post-closing capitalization, ownership percentages, dilution and outstanding warrants.
  • PublicSq.’s historical and current revenue, losses, cash position, cash burn and liquidity.
  • Terms and risks described in the merger agreement, proxy statement and subsequent SEC filings.
  • Actual commencement of trading and the market price and liquidity of PSQH and PSQH WS.