Oklo Inc. current report, 11 October 2023

Business Context and Reporting Period

AltC Acquisition Corp. filed this Form 8-K on October 11, 2023, regarding an amendment to its charter and related trust-account redemptions. The filing identifies the registrant as AltC Acquisition Corp.; it does not provide operating results for Oklo Inc.

Key Financial Metrics and Liquidity

  • 20,849,479 Class A shares were redeemed at approximately $10.36 per share.
  • Total redemption proceeds were approximately $215.91 million, withdrawn from the trust account.
  • Approximately $301.88 million remained in the trust account after the redemptions.
  • Following the redemptions, 30,600,521 Class A shares remained outstanding.
  • The filing does not provide revenue, profit, cash flow, margins, operating expenses, or debt balances.

Material Changes Versus the Prior Position

  • Stockholders approved an amendment extending the deadline to consummate an initial business combination from October 12, 2023 to July 12, 2024, or an earlier date determined by the board.
  • The charter amendment was filed with the Delaware Secretary of State on October 11, 2023.
  • The trust account decreased by approximately $215.91 million as a result of the extension-related redemptions.

Guidance, Outlook, Risks, and Unusual Items

The extension provides additional time for AltC to complete an initial business combination. The filing does not provide updated transaction terms, operating guidance, management forecasts, or a detailed discussion of risks and contingencies.

The principal unusual item is the substantial shareholder redemption associated with approval of the charter amendment. Of the remaining Class A shares, 29,150,521 were sold in the initial public offering and retain redemption rights in connection with a future business combination vote; 1,450,000 shares held by the sponsor do not have those redemption rights in that vote.

Investor Verification Items

  • Verify the final terms, timing, and completion conditions of any proposed business combination.
  • Confirm the trust-account balance and any further redemptions before a business combination vote.
  • Review the filed certificate of amendment, identified as Exhibit 3.1.
  • Assess the effect of the reduced trust balance and remaining share count on transaction funding and potential dilution.