UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 4, 2023
Acropolis Infrastructure Acquisition Corp.
(Exact name of registrant as specified in its charter)
| Delaware | 001-40584 | 86-2120451 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (I.R.S. Employer
Identification No.) |
9 West 57th Street, 42nd Floor New York, NY | 10019 |
| (Address of principal executive offices) | (Zip Code) |
(212) 515-3200
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-third of one warrant | | ACRO.U | | New York Stock Exchange |
| | | | | |
| Class A common stock | | ACRO | | New York Stock Exchange |
| | | | | |
| Warrants | | ACRO WS | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
On December 4, 2023, the board of directors of Acropolis Infrastructure Acquisition Corp. (the “Company”) determined to liquidate and dissolve the Company in accordance with the provisions of the Company’s Amended and Restated Certificate of Incorporation, as amended. Accordingly, on December 4, 2023, the Company issued a press release announcing it will redeem all of its outstanding shares of Class A common stock, par value $0.0001, effective as of December 19, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | ACROPOLIS INFRASTRUCTURE ACQUISITION CORP. | |
| | | |
| Date: December 4, 2023 | By: | /s/ James Crossen | |
| | | Name: | James Crossen | |
| | | Title: | Chief Financial Officer | |
