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| CIK | 1836100 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Goal Acquisitions Corp. - Equity Warrant
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For |
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| May 9, 2025 |
CERTIFICATE OF AMENDMENT AMENDED AND RESTATED CERTIFICATE OF INCORPORATION GOAL ACQUISITIONS CORP. Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 7, 2025 GOAL Acquisitions Corp. |
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| May 9, 2025 |
AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of May 7, 2025 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the par |
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| April 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| April 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Pe |
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| December 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q |
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| September 12, 2024 |
Goal Acquisitions Corp. 12600 Hill Country Blvd Building R, Suite 275 Bee Cave, TX 78738 Goal Acquisitions Corp. 12600 Hill Country Blvd Building R, Suite 275 Bee Cave, TX 78738 Via EDGAR September 12, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C., 20549 Attention: William Demarest and Kristina Marrone Re: Goal Acquisitions Corp. Form 10-K for the year ended December 31, 2023 Filed |
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| September 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL ACQUI |
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| August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For |
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| August 8, 2024 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of August 6, 2024 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the |
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| August 8, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| August 8, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 6, 2024 GOAL Acquisitions Corp. |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 6, 2024 GOAL Acquisitions Corp. |
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| August 8, 2024 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of August 6, 2024 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the |
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| July 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| July 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confid |
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| July 19, 2024 |
July 19, 2024 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| July 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| July 1, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 28, 2024 GOAL Acquisitions Corp. |
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| June 28, 2024 |
Delisting Determination, The Nasdaq Stock Market, LLC, June 28, 2024, Goal Acquisitions Corp. |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL ACQU |
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| May 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For |
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| May 13, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 7, 2024 GOAL Acquisitions Corp. |
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| April 26, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 23, 2024 GOAL Acquisitions Corp. |
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| April 16, 2024 |
Exhibit 4.5 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of Goal Acquisitions Corp. (“we,” “our,” or “us”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The fol |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40026 GOAL ACQUISITIONS CORP. ( |
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| April 5, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 1, 2024 GOAL Acquisitions Corp. |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☒Form 10-K ☐Form 20-F ☐Form 11-K ☐Form 10-Q ☐Form 10-D ☐ Form N-CEN ☐Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For th |
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| February 16, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 12, 2024 GOAL Acquisitions Corp. |
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| February 14, 2024 |
PUCK / Goal Acquisitions Corp. / Goal Acquisitions Sponsor LLC Activist Investment SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Goal Acquisitions Corp. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 38021H107 (CUSIP Number) 12600 Hill Country Blvd. Building R, Suite 275 Bee Cave, TX 78738 Attn: Alex Greystoke (88 |
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| February 7, 2024 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of February 7, 2024 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, th |
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| February 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 7, 2024 GOAL Acquisitions Corp. |
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| February 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 7, 2024 GOAL Acquisitions Corp. |
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| February 7, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| February 7, 2024 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of February 7, 2024 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, th |
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| February 7, 2024 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| January 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 8, 2023 GOAL Acquisitions Corp. |
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| November 14, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| November 14, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| November 14, 2023 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of November 13, 2023 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, t |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 8, 2023 GOAL Acquisitions Corp. |
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| November 14, 2023 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of November 13, 2023 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, t |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL |
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| October 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| October 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| August 14, 2023 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of August 14, 2023 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 14, 2023 GOAL Acquisitions Corp. |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 14, 2023 GOAL Acquisitions Corp. |
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| August 14, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| August 14, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporati |
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| August 14, 2023 |
Exhibit 10.1 AMENDMENT TO INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of August 14, 2023 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL ACQUI |
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| July 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL ACQU |
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| May 15, 2023 |
First Amendment to the Expense Advancement Agreement, dated April 28, 2023. Exhibit 10.5 |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40026 GOAL ACQUISITIONS CORP. ( |
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| April 18, 2023 |
Exhibit 4.5 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of Goal Acquisitions Corp. (“we,” “our,” or “us”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The fol |
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| March 31, 2023 |
NT 10-K 1 formnt10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☒Form 10-K ☐Form 20-F ☐Form 11-K ☐Form 10-Q ☐Form 10-D ☐ Form N-CEN ☐Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition R |
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| March 30, 2023 |
Investor Presentation March 2023 Exhibit 99.1 |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 29, 2023 GOAL Acquisitions Corp. |
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| March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 29, 2023 GOAL Acquisitions Corp. |
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| March 30, 2023 |
Investor Presentation March 2023 Exhibit 99.1 |
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| February 21, 2023 |
PUCK / Goal Acquisitions Corp / Goal Acquisitions Sponsor LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Goal Acquisitions Corp. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 38021H107 (CUSIP Number) 12600 Hill Country Blvd. Building R, Suite 275 Bee Cave, TX 78738 Attn: Alex Greystoke (888) 717-7678 (Name, Address and Telephone Num |
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| February 21, 2023 |
EX-10.1 3 ex10-1.htm Exhibit 10.1 February 10, 2021 Gentlemen: Goal Acquisitions Corp. (“Corporation”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). The Corporation cur |
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| February 21, 2023 |
Exhibit 1 Joint Filing Agreement This JOINT FILING AGREEMENT, dated as of February 21, 2023, is between Goal Acquisitions Sponsor LLC, Alexander Greystoke, William T. |
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| February 21, 2023 |
Registration Rights Agreement, dated February 10, 2021 by and between the Issuer and the Sponsor. EX-10.3 5 ex10-3.htm Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 10th day of February, 2021, by and among Goal Acquisitions Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the |
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| February 21, 2023 |
Exhibit 10.2 February 10, 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Goal Acquisitions Corp., a Delaware corporation |
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| February 14, 2023 |
PUCK / Goal Acquisitions Corp. / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Goal Acquisitions Corporation (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 38021H107 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| February 13, 2023 |
Exhibit 10.1 ANNEX B AMENDMENT TO INVESTMENT MANAGEMENTTRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of February 8, 2023 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHER |
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| February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 7, 2023 GOAL Acquisitions Corp. |
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| February 13, 2023 |
Press Release dated February 13, 2023 Exhibit 99.1 NOT FOR IMMEDIATE RELEASE Goal Acquisitions Corp. Announces Shareholder Approval to Extend Period to Consummate the Proposed Business Combination with Digital Virgo AUSTIN, Texas — Feb. 13, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal”), a publicly traded special purpose acquisition company, announced that on February 7, 2023 its shareholders approved an extension to extend th |
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| February 13, 2023 |
Exhibit 3.1 CERTIFICATEOFAMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporation |
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| February 13, 2023 |
Exhibit 99.1 NOT FOR IMMEDIATE RELEASE Goal Acquisitions Corp. Announces Shareholder Approval to Extend Period to Consummate the Proposed Business Combination with Digital Virgo AUSTIN, Texas — Feb. 13, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal”), a publicly traded special purpose acquisition company, announced that on February 7, 2023 its shareholders approved an extension to extend th |
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| February 13, 2023 |
Exhibit 3.1 CERTIFICATEOFAMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Goal Acquisitions Corp. (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify as follows: 1. The Amended and Restated Certificate of Incorporation of the Corporation |
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| February 13, 2023 |
Exhibit 10.1 ANNEX B AMENDMENT TO INVESTMENT MANAGEMENTTRUST AGREEMENT This Amendment to Investment Management Trust Agreement (this “Amendment Agreement”) is entered into effective as of February 8, 2023 (the “Effective Date”) by and between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHER |
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| February 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 7, 2023 GOAL Acquisitions Corp. |
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| February 10, 2023 |
Exhibit 10.2 AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with its terms, this “Investor Rights Agreement”), dated as of February 8, 2023 (the “Effective Date”), is made by and among (i) Digital Virgo Group, a French corporation (société par actions simplifiée) whos |
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| February 10, 2023 |
Exhibit 10.1 Execution Version AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT This AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 8, 2023 by Goal Acquisitions Sponsor LLC, a Delaware limited liability company (“Sponsor”) and each of the persons set forth on Schedule A hereto (together with the Sponsor, the “Goal Stockholders” and each a “G |
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| February 10, 2023 |
Exhibit 2.2 Execution Version AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 8, 2023, is entered into between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Goal Acquisitions Nevada Corp., a Nevada corporation and a wholly-owned subsidiary of the Company (“Goal Nevada”). WHEREAS, the Company, whose shares of common stoc |
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| February 10, 2023 |
Press Release issued by Goal Acquisitions Corp. and Digital Virgo Group on February 9, 2023. Exhibit 99.1 Goal Acquisitions Corp. and Digital Virgo Announce Confidential Submission of Registration Statement in Connection with the Proposed Business Combination LYON, France / AUSTIN, Texas — Feb. 9, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal”), a publicly traded special purpose acquisition company, and Digital Virgo Group (“Digital Virgo”), a global leader providing access to mobi |
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| February 10, 2023 |
EX-10.3 6 ex10-3.htm Exhibit 10.3 AMENDED AND RESTATED INITIAL SHAREHOLDERS FORFEITURE AGREEMENT February 8, 2023 Goal Acquisitions Corp. 12600 Hill Country Blvd, Building R, Suite 275 Bee Cave, Texas 78738 Re: Forfeiture of Shares Reference is made to that certain Amended and Restated Business Combination Agreement, dated as of the date hereof (as may be amended, restated, supplemented or otherwi |
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| February 10, 2023 |
EX-10.2 5 ex10-2.htm Exhibit 10.2 AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with its terms, this “Investor Rights Agreement”), dated as of February 8, 2023 (the “Effective Date”), is made by and among (i) Digital Virgo Group, a French corporation (société par act |
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| February 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 10, 2023 (February 8, 2023) GOAL ACQUISITIONS CORP. |
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| February 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 10, 2023 (February 8, 2023) GOAL ACQUISITIONS CORP. |
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| February 10, 2023 |
Exhibit 10.1 Execution Version AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT This AMENDED AND RESTATED SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of February 8, 2023 by Goal Acquisitions Sponsor LLC, a Delaware limited liability company (“Sponsor”) and each of the persons set forth on Schedule A hereto (together with the Sponsor, the “Goal Stockholders” and each a “G |
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| February 10, 2023 |
Exhibit 10.3 AMENDED AND RESTATED INITIAL SHAREHOLDERS FORFEITURE AGREEMENT February 8, 2023 Goal Acquisitions Corp. 12600 Hill Country Blvd, Building R, Suite 275 Bee Cave, Texas 78738 Re: Forfeiture of Shares Reference is made to that certain Amended and Restated Business Combination Agreement, dated as of the date hereof (as may be amended, restated, supplemented or otherwise modified from time |
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| February 10, 2023 |
Exhibit 2.1 Execution Version AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT dated as of February 8, 2023 by and among Goal Acquisitions Corp., GOAL ACquisitions nevada corp., DIGITAL VIRGO GROUP, THE SHAREHOLDERS IDENTIFIED HEREIN, and IODA S.A., in its capacity as the DV Shareholders Representative TABLE OF CONTENTS Page TABLE OF CONTENTS i Page i ARTICLE I DEFINITIONS 4 Section 1.01 Defini |
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| February 10, 2023 |
Exhibit 99.1 Goal Acquisitions Corp. and Digital Virgo Announce Confidential Submission of Registration Statement in Connection with the Proposed Business Combination LYON, France / AUSTIN, Texas — Feb. 9, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal”), a publicly traded special purpose acquisition company, and Digital Virgo Group (“Digital Virgo”), a global leader providing access to mobi |
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| February 10, 2023 |
Exhibit 2.1 Execution Version AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT dated as of February 8, 2023 by and among Goal Acquisitions Corp., GOAL ACquisitions nevada corp., DIGITAL VIRGO GROUP, THE SHAREHOLDERS IDENTIFIED HEREIN, and IODA S.A., in its capacity as the DV Shareholders Representative TABLE OF CONTENTS Page TABLE OF CONTENTS i Page i ARTICLE I DEFINITIONS 4 Section 1.01 Defini |
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| February 10, 2023 |
Exhibit 2.2 Execution Version AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 8, 2023, is entered into between Goal Acquisitions Corp., a Delaware corporation (the “Company”), and Goal Acquisitions Nevada Corp., a Nevada corporation and a wholly-owned subsidiary of the Company (“Goal Nevada”). WHEREAS, the Company, whose shares of common stoc |
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| February 1, 2023 |
Exhibit 99.1 Goal Acquisitions Corp. Issues Updated Letter to Shareholders Regarding Proposed Combination with Digital Virgo AUSTIN, Texas — Feb. 1, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) today issued the following open letter to its shareholders: Dear Shareholders - As you may know, Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal” or “we”) has recently announced our entry into a business com |
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| February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 1, 2023 GOAL Acquisitions Corp. |
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| February 1, 2023 |
CEO Letter to Shareholders, dated February 1, 2023 Exhibit 99.1 Goal Acquisitions Corp. Issues Updated Letter to Shareholders Regarding Proposed Combination with Digital Virgo AUSTIN, Texas — Feb. 1, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) today issued the following open letter to its shareholders: Dear Shareholders - As you may know, Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal” or “we”) has recently announced our entry into a business com |
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| February 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): February 1, 2023 GOAL Acquisitions Corp. |
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| January 30, 2023 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 Goal Acquisitions Corp. Issues Letter to Shareholders Regarding Proposed Combination with Digital Virgo AUSTIN, Texas — Jan. 27, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) today issued the following open letter to its shareholders: Dear Shareholders - As you may know, Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal” or “we”) has recently announced our entry into |
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| January 30, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 27, 2023 GOAL Acquisitions Corp. |
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| January 30, 2023 |
CEO Letter to Shareholders, dated January 27, 2023 Exhibit 99.1 Goal Acquisitions Corp. Issues Letter to Shareholders Regarding Proposed Combination with Digital Virgo AUSTIN, Texas — Jan. 27, 2023 — Goal Acquisitions Corp. (Nasdaq: PUCK) today issued the following open letter to its shareholders: Dear Shareholders - As you may know, Goal Acquisitions Corp. (Nasdaq: PUCK) (“Goal” or “we”) has recently announced our entry into a business combinatio |
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| January 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 27, 2023 GOAL Acquisitions Corp. |
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| January 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of |
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| December 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of |
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| December 8, 2022 |
Investor Presentation December 2022 Exhibit 99.1 |
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| December 8, 2022 |
DEFA14A 1 formdefa14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 8, 2022 GOAL Acquisitions Corp. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40026 85-3660880 (State or other jurisdiction of i |
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| December 8, 2022 |
Investor Presentation December 2022 Exhibit 99.1 |
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| December 8, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 8, 2022 GOAL Acquisitions Corp. |
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| November 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 23, 2022 GOAL Acquisitions Corp. |
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| November 23, 2022 |
Exhibit 99.1 Yahoo Finance Live: DIGITAL VIRGO TO GO PUBLIC IN U.S. IN $513 MILLION SPAC DEAL November 23, 2022 +++ Brian Sozzi: French-based mobile payments company, Digital Virgo, announced it?s going public through a SPAC merger with GOAL Acquisitions Corp. as a blank check company founded by prominent sports executives including Michael Jordan?s long-time agent, David Falk, and former WNBA com |
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| November 23, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 23, 2022 GOAL Acquisitions Corp. |
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| November 23, 2022 |
Exhibit 99.1 Yahoo Finance Live: DIGITAL VIRGO TO GO PUBLIC IN U.S. IN $513 MILLION SPAC DEAL November 23, 2022 +++ Brian Sozzi: French-based mobile payments company, Digital Virgo, announced it?s going public through a SPAC merger with GOAL Acquisitions Corp. as a blank check company founded by prominent sports executives including Michael Jordan?s long-time agent, David Falk, and former WNBA com |
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| November 17, 2022 |
Press Release issued by Goal Acquisitions Corp. and Digital Virgo Group on November 17, 2022. Exhibit 99.1 Digital Virgo, a Leading Global Mobile Entertainment and Commerce Network Partnered with the World?s Largest Telco Companies, Will Go Public via Business Combination with Goal Acquisitions Corp. Transaction Expected to Enable Digital Virgo to Significantly Enhance its Growth and Expand into North America and Other Markets Capital Will Allow Digital Virgo to Expand in the U.S. Market a |
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| November 17, 2022 |
Exhibit 99.1 Email Notice to Digital Virgo Group Employees From: Guillaume Briche, Chief Executive Officer Team, Today is an exciting day for our company, as we announce plans to go public in partnership with Goal Acquisitions Corporation (NASDAQ: PUCK), a publicly-traded special purpose acquisition company. This is the next natural step for the company, playing a critical role in allowing us to p |
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| November 17, 2022 |
Exhibit 99.3 Digital Virgo, a Leading Global Mobile Entertainment and Commerce Network Partnered with the World?s Largest Telco Companies, Will Go Public via Business Combination with Goal Acquisitions Corp. Transaction Expected to Enable Digital Virgo to Significantly Enhance its Growth and Expand into North America and Other Markets Capital Will Allow Digital Virgo to Expand in the U.S. Market a |
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| November 17, 2022 |
Exhibit 10.3 INITIAL SHAREHOLDERS FORFEITURE AGREEMENT November 17, 2022 Goal Acquisitions Corp. 12600 Hill Country Blvd, Building R, Suite 275 Bee Cave, Texas 78738 Re: Forfeiture of Shares Reference is made to that certain Business Combination Agreement, dated as of the date hereof (as may be amended, restated, supplemented or otherwise modified from time to time, the ?Business Combination Agree |
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| November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 17, 2022 GOAL Acquisitions Corp. |
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| November 17, 2022 |
DEFA14A 1 formdefa14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 17, 2022 GOAL ACQUISITIONS CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40026 85-3660880 (State of other jurisdiction of |
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| November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 17, 2022 GOAL ACQUISITIONS CORP. |
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| November 17, 2022 |
Email Notice to Digital Virgo Group Employees Exhibit 99.1 Email Notice to Digital Virgo Group Employees From: Guillaume Briche, Chief Executive Officer Team, Today is an exciting day for our company, as we announce plans to go public in partnership with Goal Acquisitions Corporation (NASDAQ: PUCK), a publicly-traded special purpose acquisition company. This is the next natural step for the company, playing a critical role in allowing us to p |
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| November 17, 2022 |
Exhibit 10.2 INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with its terms, this ?Investor Rights Agreement?), dated as of November 17, 2022 (the ?Effective Date?), is made by and among (i) Goal Acquisitions Corp., a Delaware corporation (?PubCo?); (ii) Goal Acquisitions Sponsor LLC, a Delaware limited liabil |
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| November 17, 2022 |
Exhibit 99.3 Digital Virgo, a Leading Global Mobile Entertainment and Commerce Network Partnered with the World?s Largest Telco Companies, Will Go Public via Business Combination with Goal Acquisitions Corp. Transaction Expected to Enable Digital Virgo to Significantly Enhance its Growth and Expand into North America and Other Markets Capital Will Allow Digital Virgo to Expand in the U.S. Market a |
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| November 17, 2022 |
Exhibit 10.2 INVESTOR RIGHTS AGREEMENT THIS INVESTOR RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with its terms, this ?Investor Rights Agreement?), dated as of November 17, 2022 (the ?Effective Date?), is made by and among (i) Goal Acquisitions Corp., a Delaware corporation (?PubCo?); (ii) Goal Acquisitions Sponsor LLC, a Delaware limited liabil |
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| November 17, 2022 |
Exhibit 10.1 SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of November 17, 2022 by Goal Acquisitions Sponsor LLC, a Delaware limited liability company (?Sponsor?) and each of the persons set forth on Schedule A hereto (together with the Sponsor, the ?Purchaser Stockholders? and each a ?Purchaser Stockholder?) and is hereby acknowledged by G |
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| November 17, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 17, 2022 GOAL Acquisitions Corp. |
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| November 17, 2022 |
Exhibit 99.1 Digital Virgo, a Leading Global Mobile Entertainment and Commerce Network Partnered with the World?s Largest Telco Companies, Will Go Public via Business Combination with Goal Acquisitions Corp. Transaction Expected to Enable Digital Virgo to Significantly Enhance its Growth and Expand into North America and Other Markets Capital Will Allow Digital Virgo to Expand in the U.S. Market a |
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| November 17, 2022 |
Exhibit 2.1 ?CERTAIN INFORMATION IN THIS EXHIBIT IDENTIFIED WITH [***] HAS BEEN EXCLUDED IN ACCORDANCE WITH REGULATION S-K ITEM 601(b)(2) BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.? BUSINESS COMBINATION AGREEMENT dated as of November 17, 2022 by and among Goal Acquisitions Corp., DIGITAL VIRGO GROUP, THE SHAREHOLDERS IDENTIFIED HEREIN and |
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| November 17, 2022 |
Exhibit 10.3 INITIAL SHAREHOLDERS FORFEITURE AGREEMENT November 17, 2022 Goal Acquisitions Corp. 12600 Hill Country Blvd, Building R, Suite 275 Bee Cave, Texas 78738 Re: Forfeiture of Shares Reference is made to that certain Business Combination Agreement, dated as of the date hereof (as may be amended, restated, supplemented or otherwise modified from time to time, the ?Business Combination Agree |
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| November 17, 2022 |
Exhibit 10.1 SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this ?Agreement?) is made and entered into as of November 17, 2022 by Goal Acquisitions Sponsor LLC, a Delaware limited liability company (?Sponsor?) and each of the persons set forth on Schedule A hereto (together with the Sponsor, the ?Purchaser Stockholders? and each a ?Purchaser Stockholder?) and is hereby acknowledged by G |
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| November 17, 2022 |
Form of social media posts by Digital Virgo Group’s corporate channels Exhibit 99.2 Form of social media posts by Digital Virgo Group?s corporate channels Twitter Ringing in a major announcement this morning. We?re going public in partnership with Goal Acquisitions. This step allows us to keep growing and expand into North America #digitalvirgo *emoji finger pointing down (INSERT LINK TO EMBARGO ARTICLE) LinkedIn We are excited to announce the next step in our growth |
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| November 17, 2022 |
Exhibit 99.2 Form of social media posts by Digital Virgo Group?s corporate channels Twitter Ringing in a major announcement this morning. We?re going public in partnership with Goal Acquisitions. This step allows us to keep growing and expand into North America #digitalvirgo *emoji finger pointing down (INSERT LINK TO EMBARGO ARTICLE) LinkedIn We are excited to announce the next step in our growth |
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| November 17, 2022 |
Exhibit 2.1 ?CERTAIN INFORMATION IN THIS EXHIBIT IDENTIFIED WITH [***] HAS BEEN EXCLUDED IN ACCORDANCE WITH REGULATION S-K ITEM 601(b)(2) BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.? BUSINESS COMBINATION AGREEMENT dated as of November 17, 2022 by and among Goal Acquisitions Corp., DIGITAL VIRGO GROUP, THE SHAREHOLDERS IDENTIFIED HEREIN and |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL ACQUI |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL ACQU |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For |
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| April 15, 2022 |
Exhibit 4.5 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description sets forth certain material terms and provisions of the securities of Goal Acquisitions Corp. (?we,? ?our,? or ?us?) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?). The fol |
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| April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40026 GOAL ACQUISITIONS CORP. ( |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☒Form 10-K ☐Form 20-F ☐Form 11-K ☐Form 10-Q ☐Form 10-D ☐ Form N-CEN ☐Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For th |
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| February 14, 2022 |
PUCK / Goal Acquisitions Corp. / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Goal Acquisitions Corp. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 38021H107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| December 14, 2021 |
PUCKU / Goal Acquisitions Corp. Unit / Atalaya Capital Management LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Goal Acquisitions Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 38021H206** (CUSIP Number) October 1, 2021*** (Date of Event which Requires Filing of this Statement) Check the appropriate box to d |
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| November 22, 2021 |
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): November 19, 2021 GOAL ACQUISITIONS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40026 85-3660880 (State or other jurisdiction of incorporation) (Commissi |
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| November 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL |
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| November 15, 2021 |
NT 10-Q 1 formnt10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transi |
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| November 12, 2021 |
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): November 8, 2021 GOAL ACQUISITIONS CORP. (Exact name of registrant as specified in its charter) Delaware 001-40026 85-3660880 (State or other jurisdiction of incorporation) (Commissio |
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| November 12, 2021 |
Exhibit 10.1 |
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| August 16, 2021 |
Amendment to Promissory Note, dated November 24, 2020. Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE DATED NOVEMBER 24, 2020 May 27, 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin Texas 78738 Re: Commitment Letter Mr. Duffy This is to confirm our agreement and commitment that, until the earlier of the consummation by Goal Acquisitions Corp. (the ?Company?) of an initial business combination or the Company?s liquidation , Goal Acquisitions |
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| August 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-40026 GOAL ACQUI |
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| July 12, 2021 |
PUCKU / Goal Acquisitions Corp. Unit / GLAZER CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 GOAL ACQUISITIONS CORP. (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 38021H206 (CUSIP Number) June 30, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh |
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| May 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Num |
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| May 17, 2021 |
NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-CEN [ ] Form N-CSR For Period Ended: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on |
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| April 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40026 GOAL ACQUISITIONS COR |
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| March 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-40026 NOTIFICATION OF LATE FILING [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form 20-F [ ] Transitio |
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| March 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 GOAL ACQUISITIONS CORP (Name of Issuer) Common stock, Par value $0.0001 per share (Title of Class of Securities) 38021H206 (CUSIP Number) February 28, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w |
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| March 1, 2021 |
GOAL ACQUISITIONS CORP. BALANCE SHEET February 16, 2021 Exhibit 99.1 GOAL ACQUISITIONS CORP. BALANCE SHEET February 16, 2021 February 16, 2021 Pro Forma Adjustments As Adjusted (unaudited) (unaudited) Assets: Cash $ 1,219,519 $ - $ 1,219,519 Prepaid expenses 844,178 844,178 Total current assets 2,063,697 - 2,063,697 Cash held in trust account 225,675,000 33,750,000 (a) 258,750,000 (675,000 ) (c) Total Assets $ 227,738,697 $ 33,075,000 $ 260,813,697 Lia |
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| March 1, 2021 |
Other Events, Financial Statements and Exhibits 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): February 24, 2021 GOAL ACQUISITIONS CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-40026 84-4720320 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 22, 2021 |
Other Events, Financial Statements and Exhibits 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): February 16, 2021 GOAL ACQUISITIONS CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-40026 84-4720320 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 22, 2021 |
GOAL ACQUISITIONS CORP. INDEX TO FINANCIAL STATEMENT Exhibit 99.1 GOAL ACQUISITIONS CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of February 16, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Goal Acquisitions Corp. Opinion on the Financial Statement We have audited the accompany |
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| February 16, 2021 |
Exhibit 10.2 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of February 10, 2021 (?Agreement?), by and among GOAL ACQUISITIONS CORP., a Delaware corporation (?Company?), the stockholders of the Company listed on Exhibit A hereto (the ?Founders?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (?Escrow Agent?). WHEREAS, the Company was formed for the purpose of compl |
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| February 16, 2021 |
Exhibit 1.1 22,500,000 Units GOAL ACQUISITIONS CORP. UNDERWRITING AGREEMENT New York, New York February 10, 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Goal Acquisitions Corp., a Delaware corporation (the ?Company?), hereby confirms its agreement with EarlyBirdCapital, Inc. (the ?Repr |
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| February 16, 2021 |
Subscription Agreement between the Company and the Sponsor. Exhibit 10.5 February 10, 2021 Gentlemen: Goal Acquisitions Corp. (?Corporation?), a blank check company formed for the purpose of acquiring one or more businesses or entities (a ?Business Combination?), intends to register its securities under the Securities Act of 1933, as amended (?Securities Act?), in connection with its initial public offering (?IPO?). The Corporation currently anticipates se |
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| February 16, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of February 10, 2021 by and between Goal Acquisitions Corp. (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-252303 (?Registration Statement?) for its initial public offering of securities (?IPO?) has been declared effective as o |
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| February 16, 2021 |
Warrant Agreement between Continental Stock Transfer & Trust Company and the Company. Exhibit 4.1 February 10, 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Goal Acquisitions Corp., a Delaware corporation ( |
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| February 16, 2021 |
EX-10.4 9 ex10-4.htm Exhibit 10.4 February 10, 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Goal Acquisitions Corp., a |
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| February 16, 2021 |
EX-10.4 9 ex10-4.htm Exhibit 10.4 February 10, 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Goal Acquisitions Corp., a |
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| February 16, 2021 |
Exhibit 10.2 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of February 10, 2021 (?Agreement?), by and among GOAL ACQUISITIONS CORP., a Delaware corporation (?Company?), the stockholders of the Company listed on Exhibit A hereto (the ?Founders?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (?Escrow Agent?). WHEREAS, the Company was formed for the purpose of compl |
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| February 16, 2021 |
Business Combination Marketing Agreement between the Company and EarlyBirdCapital, Inc. Exhibit 1.2 EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 February 10, 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin Texas 78738 Attn: Ladies and Gentlemen: This is to confirm our agreement (this ?Agreement?) whereby Goal Acquisitions Corp., a Delaware corporation (?Company?), has requested EarlyBirdCapital, Inc. (the ?Advisor?) to assist it in connection with |
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| February 16, 2021 |
Registration Rights Agreement between the Company and certain security holders. Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?) is entered into as of the 10th day of February, 2021, by and among Goal Acquisitions Corp., a Delaware corporation (the ?Company?), and the undersigned parties listed under Investors on the signature page hereto (each, an ?Investor? and collectively, the ?Investors?). WHEREAS, the Investors and the Com |
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| February 16, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of February 10, 2021 by and between Goal Acquisitions Corp. (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-252303 (?Registration Statement?) for its initial public offering of securities (?IPO?) has been declared effective as o |
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| February 16, 2021 |
Exhibit 10.2 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of February 10, 2021 (?Agreement?), by and among GOAL ACQUISITIONS CORP., a Delaware corporation (?Company?), the stockholders of the Company listed on Exhibit A hereto (the ?Founders?) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (?Escrow Agent?). WHEREAS, the Company was formed for the purpose of compl |
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| February 16, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of February 10, 2021 by and between Goal Acquisitions Corp. (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-252303 (?Registration Statement?) for its initial public offering of securities (?IPO?) has been declared effective as o |
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| February 16, 2021 |
Goal Acquisitions Corp. Announces Pricing of $225 Million Initial Public Offering Exhibit 99.1 Goal Acquisitions Corp. Announces Pricing of $225 Million Initial Public Offering Austin, Texas, February 10, 2021 (NEWSWIRE) ? Goal Acquisitions Corp. (NASDAQ: PUCKU) (the ?Company?) announced today that it priced its initial public offering of 22,500,000 units at $10.00 per unit. The units will commence trading on February 11, 2021 on the Nasdaq Capital Market under the symbol ?PUCK |
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| February 16, 2021 |
Amended and Restated Certificate of Incorporation. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Pursuant to Sections 242 and 245 of the Delaware General Corporation Law Goal Acquisitions Corp., a corporation existing under the laws of the State of Delaware (the ?Corporation?), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is ?Goal Acquisitions Corp.? 2. The C |
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| February 16, 2021 |
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): February 10, 2021 GOAL ACQUISITIONS CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-39395 84-4720320 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 16, 2021 |
Goal Acquisitions Corp. Announces Closing of $225 Million Initial Public Offering Exhibit 99.2 Goal Acquisitions Corp. Announces Closing of $225 Million Initial Public Offering Austin, Texas, February 16, 2021 (NEWSWIRE) ? Goal Acquisitions Corp. (NASDAQ: PUCKU) (the ?Company?) announced today that it closed its initial public offering of 22,500,000 units at $10.00 per unit. The offering resulted in gross proceeds to the Company of $225 million. The units began trading on the N |
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| February 16, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of February 10, 2021 by and between Goal Acquisitions Corp. (the ?Company?) and Continental Stock Transfer & Trust Company (?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, No. 333-252303 (?Registration Statement?) for its initial public offering of securities (?IPO?) has been declared effective as o |
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| February 11, 2021 |
Goal Acquisitions Corp. 22,500,000 Units Filed Pursuant to Rule 424(b)(4) PROSPECTUS Registration No. 333-252303 $225,000,000 Goal Acquisitions Corp. 22,500,000 Units Goal Acquisitions Corp. is a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities, which we ref |
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| February 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 GOAL ACQUISITIONS CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 85-3660880 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification N |
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| February 8, 2021 |
CORRESP 1 filename1.htm Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, TX 78738 February 8, 2021 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Ms. Stacie Gorman Re: Goal Acquisitions Corp. Registration Statement on Form S-1 Filed January 21, 2021, as amended File No. 333- 252303 Dear Ms. Gorman: Pursuant to Rule 461 under the Sec |
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| February 8, 2021 |
EARLYBIRDCAPITAL, INC. 366 Madison Avenue | 8th Floor New York, NY 10017 February 8, 2021 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Goal Acquisitions Corp. Registration Statement on Form S-1 Registration No. 333-252303 Gentlemen: In connection with the Registration Statement on Form S-1 of Goal Acquisitions |
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| January 21, 2021 |
Exhibit 99.3 Adopted: , 2021 NOMINATING COMMITTEE CHARTER OF GOAL ACQUISITIONS CORP. The responsibilities and powers of the Nominating Committee (the “Nominating Committee”) of the Board of Directors (“Board”) of Goal Acquisitions Corp. (the “Company”), as delegated by the Board, are set forth in this charter. Whenever the Nominating Committee takes an action, it shall exercise its independent jud |
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| January 21, 2021 |
Exhibit 4.3 NUMBER - (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS GOAL ACQUISITIONS CORP. CUSIP 38021H 115 WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant(s)”) of Goal Acquisitions Corp., a Delaware corporation (the “Company”), which will expire at 5:00 |
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| January 21, 2021 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Pursuant to Sections 242 and 245 of the Delaware General Corporation Law Goal Acquisitions Corp., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “Goal Acquisitions Corp.” 2. The C |
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| January 21, 2021 |
Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Pursuant to Sections 242 and 245 of the Delaware General Corporation Law Goal Acquisitions Corp., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “Goal Acquisitions Corp.” 2. The C |
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| January 21, 2021 |
Exhibit 4.3 NUMBER - (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS GOAL ACQUISITIONS CORP. CUSIP 38021H 115 WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant(s)”) of Goal Acquisitions Corp., a Delaware corporation (the “Company”), which will expire at 5:00 |
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| January 21, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 22,500,000 Units GOAL ACQUISITIONS CORP. UNDERWRITING AGREEMENT New York, New York , 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Goal Acquisitions Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative” |
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| January 21, 2021 |
Exhibit 10.5 , 2021 Gentlemen: Goal Acquisitions Corp. (“Corporation”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). The Corporation currently anticipates selling units |
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| January 21, 2021 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2021, by and among Goal Acquisitions Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the Investors and the Company desire t |
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| January 21, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of , 2021 by and between Goal Acquisitions Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333- (“Registration Statement”) for its initial public offering of securities (“IPO”) has been declared effective as of the date hereof |
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| January 21, 2021 |
Exhibit 4.4 WARRANT AGREEMENT This agreement is made as of , 2021 between Goal Acquisitions Corp., a Delaware corporation, with offices at 13001 W. Hwy 71, Suite 201, Austin Texas 78738 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”). WHEREAS, the Company is engaged in a public offering |
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| January 21, 2021 |
Exhibit 3.3 Adopted as of February [ ], 2021 BY LAWS OF GOAL ACQUISITIONS CORP. ARTICLE I OFFICES 1.1 Registered Office. The registered office of Goal Acquisitions Corp. (the “Corporation”) in the State of Delaware shall be established and maintained at 1209 Orange Street, Corporation Trust Center, Wilmington, Delaware 19801, County of New Castle and The Corporation Trust Company shall be the regi |
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| January 21, 2021 |
Exhibit 99.1 Adopted: , 2021 AUDIT COMMITTEE CHARTER OF GOAL ACQUISITIONS CORP. Purpose The purposes of the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of Goal Acquisitions Corp. (“Company”) are to assist the Board in monitoring: (1) the integrity of the annual, quarterly, and other financial statements of the Company, (2) the independent auditor’s qualifications an |
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| January 21, 2021 |
Exhibit 14 GOAL ACQUISITIONS CORP. CODE OF ETHICS 1. Introduction The Board of Directors of Goal Acquisitions Corp. (the “Company”) has adopted this code of ethics (the “Code”), which is applicable to all directors, officers, and employees of the Company, with the intent to: ● promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between per |
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| January 21, 2021 |
Exhibit 4.2 NUMBER SHARES C GOAL ACQUISITIONS CORP. INCORPORATED UNDER THE LAWS OF DELAWARE COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP 38021H 107 is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF GOAL ACQUISITIONS CORP. transferable on the books of the Company in person or by duly authorized attorney upon surren |
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| January 21, 2021 |
Exhibit 4.2 NUMBER SHARES C GOAL ACQUISITIONS CORP. INCORPORATED UNDER THE LAWS OF DELAWARE COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP 38021H 107 is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF GOAL ACQUISITIONS CORP. transferable on the books of the Company in person or by duly authorized attorney upon surren |
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| January 21, 2021 |
Consent of Kenneth L. Shropshire* Exhibit 99.5 CONSENT OF KENNETH L. SHROPSHIRE Goal Acquisitions Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the R |
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| January 21, 2021 |
Form of Business Combination Marketing Agreement.* Exhibit 1.2 EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 , 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin Texas 78738 Attn: Ladies and Gentlemen: This is to confirm our agreement (this “Agreement”) whereby Goal Acquisitions Corp., a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with a merger, |
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| January 21, 2021 |
Exhibit 10.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| January 21, 2021 |
Exhibit 99.1 Adopted: , 2021 AUDIT COMMITTEE CHARTER OF GOAL ACQUISITIONS CORP. Purpose The purposes of the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of Goal Acquisitions Corp. (“Company”) are to assist the Board in monitoring: (1) the integrity of the annual, quarterly, and other financial statements of the Company, (2) the independent auditor’s qualifications an |
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| January 21, 2021 |
Exhibit 4.4 WARRANT AGREEMENT This agreement is made as of , 2021 between Goal Acquisitions Corp., a Delaware corporation, with offices at 13001 W. Hwy 71, Suite 201, Austin Texas 78738 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”). WHEREAS, the Company is engaged in a public offering |
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| January 21, 2021 |
Exhibit 10.8 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of the day of , 2021 (“Agreement”), by and between Goal Acquisitions Corp., a Delaware corporation (“Company”), and (“Indemnitee”). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being promulgated have increased the potential for liability of officers and directo |
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| January 21, 2021 |
Exhibit 10.8 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of the day of , 2021 (“Agreement”), by and between Goal Acquisitions Corp., a Delaware corporation (“Company”), and (“Indemnitee”). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being promulgated have increased the potential for liability of officers and directo |
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| January 21, 2021 |
Exhibit 3.3 Adopted as of February [ ], 2021 BY LAWS OF GOAL ACQUISITIONS CORP. ARTICLE I OFFICES 1.1 Registered Office. The registered office of Goal Acquisitions Corp. (the “Corporation”) in the State of Delaware shall be established and maintained at 1209 Orange Street, Corporation Trust Center, Wilmington, Delaware 19801, County of New Castle and The Corporation Trust Company shall be the regi |
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| January 21, 2021 |
Exhibit 4.2 NUMBER SHARES C GOAL ACQUISITIONS CORP. INCORPORATED UNDER THE LAWS OF DELAWARE COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP 38021H 107 is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF GOAL ACQUISITIONS CORP. transferable on the books of the Company in person or by duly authorized attorney upon surren |
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| January 21, 2021 |
Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF GOAL ACQUISITIONS CORP. I. PURPOSES The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Goal Acquisitions Corp. (the “Company”) for the purposes of, among other things, (a) discharging the Board’s responsibilities relating to the compensation of the Company’s chief execu |
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| January 21, 2021 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2021, by and among Goal Acquisitions Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the Investors and the Company desire t |
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| January 21, 2021 |
Exhibit 10.7 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of , 2021 (“Agreement”), by and among GOAL ACQUISITIONS CORP., a Delaware corporation (“Company”), the stockholders of the Company listed on Exhibit A hereto (the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”). WHEREAS, the Company was formed for the purpose of completing a mer |
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| January 21, 2021 |
Exhibit 4.4 WARRANT AGREEMENT This agreement is made as of , 2021 between Goal Acquisitions Corp., a Delaware corporation, with offices at 13001 W. Hwy 71, Suite 201, Austin Texas 78738 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York 10004 (“Warrant Agent”). WHEREAS, the Company is engaged in a public offering |
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| January 21, 2021 |
Exhibit 10.8 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of the day of , 2021 (“Agreement”), by and between Goal Acquisitions Corp., a Delaware corporation (“Company”), and (“Indemnitee”). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being promulgated have increased the potential for liability of officers and directo |
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| January 21, 2021 |
Exhibit 14 GOAL ACQUISITIONS CORP. CODE OF ETHICS 1. Introduction The Board of Directors of Goal Acquisitions Corp. (the “Company”) has adopted this code of ethics (the “Code”), which is applicable to all directors, officers, and employees of the Company, with the intent to: ● promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between per |
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| January 21, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of , 2021 by and between Goal Acquisitions Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333- (“Registration Statement”) for its initial public offering of securities (“IPO”) has been declared effective as of the date hereof |
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| January 21, 2021 |
Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF GOAL ACQUISITIONS CORP. I. PURPOSES The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Goal Acquisitions Corp. (the “Company”) for the purposes of, among other things, (a) discharging the Board’s responsibilities relating to the compensation of the Company’s chief execu |
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| January 21, 2021 |
Exhibit 10.5 , 2021 Gentlemen: Goal Acquisitions Corp. (“Corporation”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). The Corporation currently anticipates selling units |
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| January 21, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 22,500,000 Units GOAL ACQUISITIONS CORP. UNDERWRITING AGREEMENT New York, New York , 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Goal Acquisitions Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative” |
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| January 21, 2021 |
Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF GOAL ACQUISITIONS CORP. I. PURPOSES The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Goal Acquisitions Corp. (the “Company”) for the purposes of, among other things, (a) discharging the Board’s responsibilities relating to the compensation of the Company’s chief execu |
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| January 21, 2021 |
Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS GOAL ACQUISITIONS CORP. CUSIP 38021H 206 UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of common stock, par value $0.0001 per share (“Common Stock”), of Goal Acquisitions Corp., a Delaware corporation (the “Company”), and one warran |
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| January 21, 2021 |
Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS GOAL ACQUISITIONS CORP. CUSIP 38021H 206 UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of common stock, par value $0.0001 per share (“Common Stock”), of Goal Acquisitions Corp., a Delaware corporation (the “Company”), and one warran |
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| January 21, 2021 |
Form of Business Combination Marketing Agreement.* Exhibit 1.2 EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 , 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin Texas 78738 Attn: Ladies and Gentlemen: This is to confirm our agreement (this “Agreement”) whereby Goal Acquisitions Corp., a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with a merger, |
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| January 21, 2021 |
As filed with the U.S. Securities and Exchange Commission on January 21, 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 GOAL ACQUISITIONS CORP. (Exact name of registrant as specified in its charter) Delaware 6770 85-3660880 (State or other jurisdiction of incorporation or organizat |
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| January 21, 2021 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Pursuant to Section 102 of the Delaware General Corporation Law I, the undersigned, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware (the “GCL”), do hereby certify as follows: FIRST: The name of the corporation is Goal A |
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| January 21, 2021 |
Exhibit 4.3 NUMBER - (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS GOAL ACQUISITIONS CORP. CUSIP 38021H 115 WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant(s)”) of Goal Acquisitions Corp., a Delaware corporation (the “Company”), which will expire at 5:00 |
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| January 21, 2021 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2021, by and among Goal Acquisitions Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the Investors and the Company desire t |
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| January 21, 2021 |
Exhibit 99.1 Adopted: , 2021 AUDIT COMMITTEE CHARTER OF GOAL ACQUISITIONS CORP. Purpose The purposes of the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of Goal Acquisitions Corp. (“Company”) are to assist the Board in monitoring: (1) the integrity of the annual, quarterly, and other financial statements of the Company, (2) the independent auditor’s qualifications an |
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| January 21, 2021 |
Exhibit 3.3 Adopted as of February [ ], 2021 BY LAWS OF GOAL ACQUISITIONS CORP. ARTICLE I OFFICES 1.1 Registered Office. The registered office of Goal Acquisitions Corp. (the “Corporation”) in the State of Delaware shall be established and maintained at 1209 Orange Street, Corporation Trust Center, Wilmington, Delaware 19801, County of New Castle and The Corporation Trust Company shall be the regi |
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| January 21, 2021 |
Exhibit 10.1 [ ], 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Goal Acquisitions Corp., a Delaware corporation (the “Co |
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| January 21, 2021 |
Exhibit 10.1 [ ], 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Goal Acquisitions Corp., a Delaware corporation (the “Co |
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| January 21, 2021 |
Exhibit 99.1 Adopted: , 2021 AUDIT COMMITTEE CHARTER OF GOAL ACQUISITIONS CORP. Purpose The purposes of the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of Goal Acquisitions Corp. (“Company”) are to assist the Board in monitoring: (1) the integrity of the annual, quarterly, and other financial statements of the Company, (2) the independent auditor’s qualifications an |
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| January 21, 2021 |
Exhibit 99.3 Adopted: , 2021 NOMINATING COMMITTEE CHARTER OF GOAL ACQUISITIONS CORP. The responsibilities and powers of the Nominating Committee (the “Nominating Committee”) of the Board of Directors (“Board”) of Goal Acquisitions Corp. (the “Company”), as delegated by the Board, are set forth in this charter. Whenever the Nominating Committee takes an action, it shall exercise its independent jud |
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| January 21, 2021 |
Exhibit 10.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| January 21, 2021 |
Exhibit 99.4 CONSENT OF DAVID FALK Goal Acquisitions Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration |
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| January 21, 2021 |
Consent of Kenneth L. Shropshire* Exhibit 99.5 CONSENT OF KENNETH L. SHROPSHIRE Goal Acquisitions Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the R |
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| January 21, 2021 |
Exhibit 4.3 NUMBER - (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS GOAL ACQUISITIONS CORP. CUSIP 38021H 115 WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant(s)”) of Goal Acquisitions Corp., a Delaware corporation (the “Company”), which will expire at 5:00 |
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| January 21, 2021 |
Exhibit 99.3 Adopted: , 2021 NOMINATING COMMITTEE CHARTER OF GOAL ACQUISITIONS CORP. The responsibilities and powers of the Nominating Committee (the “Nominating Committee”) of the Board of Directors (“Board”) of Goal Acquisitions Corp. (the “Company”), as delegated by the Board, are set forth in this charter. Whenever the Nominating Committee takes an action, it shall exercise its independent jud |
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| January 21, 2021 |
Exhibit 3.3 Adopted as of February [ ], 2021 BY LAWS OF GOAL ACQUISITIONS CORP. ARTICLE I OFFICES 1.1 Registered Office. The registered office of Goal Acquisitions Corp. (the “Corporation”) in the State of Delaware shall be established and maintained at 1209 Orange Street, Corporation Trust Center, Wilmington, Delaware 19801, County of New Castle and The Corporation Trust Company shall be the regi |
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| January 21, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 22,500,000 Units GOAL ACQUISITIONS CORP. UNDERWRITING AGREEMENT New York, New York , 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Goal Acquisitions Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative” |
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| January 21, 2021 |
Exhibit 14 GOAL ACQUISITIONS CORP. CODE OF ETHICS 1. Introduction The Board of Directors of Goal Acquisitions Corp. (the “Company”) has adopted this code of ethics (the “Code”), which is applicable to all directors, officers, and employees of the Company, with the intent to: ● promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between per |
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| January 21, 2021 |
Form of Business Combination Marketing Agreement.* Exhibit 1.2 EARLYBIRDCAPITAL, INC. 366 Madison Avenue New York, New York 10017 , 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin Texas 78738 Attn: Ladies and Gentlemen: This is to confirm our agreement (this “Agreement”) whereby Goal Acquisitions Corp., a Delaware corporation (“Company”), has requested EarlyBirdCapital, Inc. (the “Advisor”) to assist it in connection with a merger, |
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| January 21, 2021 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Pursuant to Section 102 of the Delaware General Corporation Law I, the undersigned, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware (the “GCL”), do hereby certify as follows: FIRST: The name of the corporation is Goal A |
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| January 21, 2021 |
Form of Underwriting Agreement.* Exhibit 1.1 22,500,000 Units GOAL ACQUISITIONS CORP. UNDERWRITING AGREEMENT New York, New York , 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Goal Acquisitions Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with EarlyBirdCapital, Inc. (the “Representative” |
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| January 21, 2021 |
Exhibit 10.1 [ ], 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Goal Acquisitions Corp., a Delaware corporation (the “Co |
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| January 21, 2021 |
Exhibit 10.1 [ ], 2021 Goal Acquisitions Corp. 13001 W. Hwy 71, Suite 201 Austin, Texas 78738 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 Re: Initial Public Offering Gentlemen: This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Goal Acquisitions Corp., a Delaware corporation (the “Co |
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| January 21, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Agreement is made as of , 2021 by and between Goal Acquisitions Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333- (“Registration Statement”) for its initial public offering of securities (“IPO”) has been declared effective as of the date hereof |
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| January 21, 2021 |
Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS GOAL ACQUISITIONS CORP. CUSIP 38021H 206 UNITS CONSISTING OF ONE SHARE OF COMMON STOCK AND ONE WARRANT THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of common stock, par value $0.0001 per share (“Common Stock”), of Goal Acquisitions Corp., a Delaware corporation (the “Company”), and one warran |
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| January 21, 2021 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF GOAL ACQUISITIONS CORP. Pursuant to Section 102 of the Delaware General Corporation Law I, the undersigned, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware (the “GCL”), do hereby certify as follows: FIRST: The name of the corporation is Goal A |
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| January 21, 2021 |
Ms. Stacie Gorman January 21, 2021 Ms. Maryse Mills-Apenteng Securities and Exchange Commission Division of Corporation Finance 100 F. Street, NE Washington, DC 20549 Re: Goal Acquisitions Corp. Draft Registration Statement on Form S-1 Filed December 21, 2020 File No. 377-03928 Dear Ms. Gorman and Ms. Mills-Apenteng: This letter sets forth the responses of Goal Acquisitions Corp., a Delaware corpo |
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| January 21, 2021 |
Exhibit 99.4 CONSENT OF DAVID FALK Goal Acquisitions Corp. intends to file a Registration Statement on Form S-1 (together with any amendments or supplements thereto the “Registration Statement”), registering securities for issuance in its initial public offering. As required by Rule 438 under the Securities Act of 1933, as amended, the undersigned hereby consents to being named in the Registration |
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| January 21, 2021 |
Exhibit 10.7 STOCK ESCROW AGREEMENT STOCK ESCROW AGREEMENT, dated as of , 2021 (“Agreement”), by and among GOAL ACQUISITIONS CORP., a Delaware corporation (“Company”), the stockholders of the Company listed on Exhibit A hereto (the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”). WHEREAS, the Company was formed for the purpose of completing a mer |
