As filed with the U.S. Securities and Exchange Commission on O
ctober 20, 2021
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
Global Technology Acquisition Corp. I
(Exact name of registrant as specified in its charter)
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Cayman Islands
(State or other jurisdiction of
incorporation or organization)
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6770
(Primary Standard Industrial
Classification Code Number)
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66-0969672
(I.R.S. Employer
Identification Number)
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19 West 24
th
St.
10
th
Floor
New York, New York 10010
Telephone: (323) 577-9874
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
Fabrice Grinda
Executive Chairman
c/o Global Technology Acquisition Corp. I
19 West 24
th
St.
10
th
Floor
New York, New York 10010
Telephone: (323) 577-9874
(Name, address, including zip code, and telephone number, including area code, of agent for service)
Copies to:
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J. Peyton Worley, Esq.
Shagufa R. Hossain, Esq.
Latham & Watkins LLP
1271 Avenue of the Americas
New York, NY 10020
Tel: (212) 906-1200
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Ryan J. Maierson, Esq.
Latham & Watkins LLP
811 Main Street, Suite 3700
Houston, Texas 77002
Tel: (713) 546-5400
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Nicholas Bullmore
Dylan Wiltermuth
Carey Olsen
Willow House, Cricket Square
Grand Cayman KY1-1001, Cayman Islands
Tel: (345) 749 2000
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Gregg A. Noel, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
525 University Avenue, Suite 1400
Palo Alto, California 94301
+1 (650) 470-4500
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Pranav L. Trivedi, Esq.
Skadden, Arps, Slate, Meagher & Flom (UK) LLP
40 Bank Street
London E14 5DS
+44 207 519 7026
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Approximate date of commencement of proposed sale to the public:
As soon as practicable after the effective date of this registration statement.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box: ☐
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☒ 333-257861
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer
☐
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Accelerated filer
☐
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Non-accelerated filer
☒
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Smaller reporting company
☒
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Emerging growth company
☒
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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 7(a)(2)(B) of the Securities Act. ☐
CALCULATION OF REGISTRATION FEE
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Title of Each Class of Security Being Registered
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Amount
Being
Registered
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Proposed
Maximum
Offering
Price per
Security (1)
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Proposed
Maximum
Aggregate
Offering
Price (1)
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Amount of
Registration
Fee
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Units, each consisting of one Class A ordinary share, $0.0001 par value per share, and one-half of one redeemable warrant (2)
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2,875,000
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$10.00
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$28,750,000
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$2,665.13
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Class A ordinary shares included as part of the units (3)
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2,875,000
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—
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—
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— (4)
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Redeemable warrants included as part of the units (3)
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1,437,500
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—
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—
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— (4)
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Total
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$28,750,000
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$2,665.13 (5)
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(1)
Estimated solely for the purpose of calculating the registration fee.
(2)
Represents only the additional number of securities being registered. Does not include the securities that the Registrant previously registered on the Registration Statement on Form S-1 (File No. 333-257861).
(3)
Pursuant to Rule 416(a) of the Securities Act, there are also being registered an indeterminable number of additional securities as may be issued to prevent dilution resulting from share splits, share dividends or similar transactions.
(4)
No fee pursuant to Rule 457(g) of the Securities Act.
(5)
The Registrant previously registered securities having a proposed maximum aggregate offering price of $172,500,000 on its Registration Statement on Form S-1, as amended (File No. 333-257861), which was declared effective by the Securities and Exchange Commission on October 20, 2021. In accordance with Rule 462(b) under the Securities Act, an additional number of securities having a proposed maximum offering price of $28,750,000 is hereby registered, which includes securities issuable upon the exercise of the underwriters’ over-allotment option.
The Registration Statement shall become effective upon filing with the Securities and Exchange Commission in accordance with Rule 462 (b) under the Securities Act of 1933, as amended.