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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 Trailblazer Merger Corporation I - Equity Right
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| September 3, 2025 |
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): September 3, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) |
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| September 3, 2025 |
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): September 3, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) |
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| August 13, 2025 |
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 quarter ended June 30, 2025 ☐ 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: 001-41668 TRAILBLAZER MERGER COR |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 7, 2025 |
Filed by Trailblazer Merger Corporation I. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Trailblazer Merger Corporation I Commission File No. 001-41668 On August 6, 2025, Cyabra Strategy Ltd. Issued the following press release: Cyabra Launches Brand & Entertainment Council with Industry Lead |
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| August 4, 2025 |
Second Amended and Restated Promissory Note, dated July 29, 2025 Exhibit 10.1 THIS 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 THAT SUCH REGISTRATI |
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| August 4, 2025 |
Second Amended and Restated Promissory Note, dated July 29, 2025 Exhibit 10.1 THIS 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 THAT SUCH REGISTRATI |
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| August 4, 2025 |
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): July 29, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| August 4, 2025 |
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): July 29, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| July 17, 2025 |
Cyabra Launches AI-Powered Deepfake Detection Tool to Expose Media Manipulation Filed by Trailblazer Merger Corporation I. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Trailblazer Merger Corporation I Commission File No. 001-41668 On July 17, 2025, Cyabra Strategy Ltd. Issued the following press release: Cyabra Launches AI-Powered Deepfake Detection Tool to Expose Medi |
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| July 11, 2025 |
Cyabra Uncovers Iranian Bot Operation Undermining UK Democracy Filed by Trailblazer Merger Corporation I. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Trailblazer Merger Corporation I Commission File No. 001-41668 On July 11, 2025, Cyabra Strategy Ltd. Issued the following press release: Cyabra Uncovers Iranian Bot Operation Undermining UK Democracy Ne |
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| July 1, 2025 |
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): June 30, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| July 1, 2025 |
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): June 30, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| June 12, 2025 |
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): June 10, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| June 12, 2025 |
Letter from Marcum LLP, dated June 12, 2025 addressed to the Securities and Exchange Commission. Exhibit 16.1 June 12, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Trailblazer Merger Corporation I under Item 4.01 of its Form 8-K dated June 10, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Trailblazer Merger Corp |
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| June 12, 2025 |
Letter from Marcum LLP, dated June 12, 2025 addressed to the Securities and Exchange Commission. Exhibit 16.1 June 12, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Trailblazer Merger Corporation I under Item 4.01 of its Form 8-K dated June 10, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Trailblazer Merger Corp |
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| June 12, 2025 |
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): June 10, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| June 6, 2025 |
Filed by Trailblazer Merger Corporation I. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Trailblazer Merger Corporation I Commission File No. 001-41668 On June 6, 2025, Cyabra Strategy Ltd. Issued the following press release: Cyabra Report Reveals Disinformation Campaign Against Target’s DEI |
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| May 30, 2025 |
Amendment to Amended and Restated Promissory Note, dated May 29, 2025 Exhibit 10.1 AMENDMENT TO AMENDED AND RESTATED PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Amended and Restated Promissory Note, dated as of March 24, 2025, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made by Maker and Payee as of May 29, 2025 |
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| May 30, 2025 |
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): May 29, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Comm |
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| May 30, 2025 |
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): May 29, 2025 Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Comm |
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| May 30, 2025 |
Amendment to Amended and Restated Promissory Note, dated May 29, 2025 Exhibit 10.1 AMENDMENT TO AMENDED AND RESTATED PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Amended and Restated Promissory Note, dated as of March 24, 2025, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made by Maker and Payee as of May 29, 2025 |
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| May 14, 2025 |
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 quarter ended March 31, 2025 ☐ 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: 001-41668 TRAILBLAZER MERGER CO |
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| May 2, 2025 |
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 May 2, 2025 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| May 2, 2025 |
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 May 2, 2025 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| April 16, 2025 |
Filed by Trailblazer Merger Corporation I. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Trailblazer Merger Corporation I Commission File No. 001-41668 On April 15, 2025, Cyabra Strategy Ltd. posted the following investor presentation to its company website: Investor Presentation April 2025 |
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| April 2, 2025 |
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 April 1, 2025 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File Num |
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| March 25, 2025 |
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, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41668 TRAILBLAZER MERGER CORPORATION |
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| March 25, 2025 |
Exhibit 21.1 List of Subsidiaries ● Trailblazer Holdings, Inc. (Delaware) |
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| March 25, 2025 |
Amended and Restated Promissory Note dated March 24, 2025 Exhibit 10.15 THIS 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 THAT SUCH REGISTRAT |
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| February 27, 2025 |
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 February 21, 2025 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| February 27, 2025 |
Amendment to Promissory Note, dated February 21, 2025 Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made by Maker and Payee as of February 21 2025 but effective as of December 31, 2024. |
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| February 27, 2025 |
Amendment to Promissory Note, dated February 21, 2025 Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made by Maker and Payee as of February 21 2025 but effective as of December 31, 2024. |
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| February 27, 2025 |
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 February 21, 2025 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| February 14, 2025 |
JOINT FILING STATEMENT PURSUANT TO RULE 13D-1(K)(1) Exhibit I JOINT FILING STATEMENT PURSUANT TO RULE 13D-1(K)(1) The undersigned hereby consent and agree to the joint filing of Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Class A Common Stock of Trailblazer Merger Corporation I, together with any or all amendments thereto, when and if required. |
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| February 5, 2025 |
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 January 31, 2025 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| February 5, 2025 |
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 January 31, 2025 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| January 16, 2025 |
Filed by Trailblazer Merger Corporation I. pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Trailblazer Merger Corporation I Commission File No. 001-41668 On January 15, 2025, Cyabra Strategy Ltd. distributed the following press release: Cyabra Announces Preliminary 2024 Results with Record Hig |
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| January 6, 2025 |
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 December 31, 2024 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| January 6, 2025 |
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 December 31, 2024 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| December 3, 2024 |
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 November 29, 2024 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| December 3, 2024 |
Amendment to Promissory Note dated as of November 29, 2024 Exhibit 2.1 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made and entered into effective as of November 29, 2024 by Maker and Payee. W I T N E S |
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| December 3, 2024 |
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 November 29, 2024 (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| December 3, 2024 |
Amendment to Promissory Note dated as of November 29, 2024 Exhibit 2.1 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made and entered into effective as of November 29, 2024 by Maker and Payee. W I T N E S |
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| November 19, 2024 |
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 quarter ended September 30, 2024 ☐ 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: 001-41668 TRAILBLAZER MERGE |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-41668 CUSIP NUMBER 89278D 109 (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: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| November 12, 2024 |
Exhibit 2.1 AMENDMENT NO. 1 TO MERGER AGREEMENT This AMENDMENT NO. 1 TO MERGER AGREEMENT (this “Amendment”) is made and entered into as of November 11, 2024, by and among (i) Cyabra Strategy Ltd., a private company organized in Israel (the “Company”), Trailblazer Merger Corporation I, a Delaware corporation (“Parent), Trailblazer Holdings, Inc., a Delaware corporation (“Holdings”), and Trailblazer |
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| November 12, 2024 |
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 11, 2024 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) |
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| November 12, 2024 |
Entry into a Material Definitive Agreement, 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): November 11, 2024 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) |
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| November 12, 2024 |
Exhibit 2.1 AMENDMENT NO. 1 TO MERGER AGREEMENT This AMENDMENT NO. 1 TO MERGER AGREEMENT (this “Amendment”) is made and entered into as of November 11, 2024, by and among (i) Cyabra Strategy Ltd., a private company organized in Israel (the “Company”), Trailblazer Merger Corporation I, a Delaware corporation (“Parent), Trailblazer Holdings, Inc., a Delaware corporation (“Holdings”), and Trailblazer |
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| November 7, 2024 |
SC 13G/A 1 tbmca1110724.htm AQR CAPITAL MANAGEMENT LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TRAILBLAZER MERGER CORPORATION I (Name of Issuer) Class A Common Stock (Title of Class of Securities) 89278D109 (CUSIP Number) October 31, 2024 (Date of Event which Requires Filing of this Statement) |
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| November 1, 2024 |
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 October 31, 2024 Date of earliest event reported Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File Nu |
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| November 1, 2024 |
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 October 31, 2024 Date of earliest event reported Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File Nu |
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| September 30, 2024 |
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 September 26, 2024 Date of earliest event reported Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| September 30, 2024 |
Amendment to Promissory Note, dated September 30, 2024 Exhibit 10.1 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made and entered into effective as of September 30, 2024 by Maker and Payee. W I T N E |
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| September 30, 2024 |
Charter Amendment to the Amended and Restated Certificate of Incorporation dated September 27, 2024 Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TRAILBLAZER MERGER CORPORATION I Pursuant to Section 242 of the Delaware General Corporation Law TRAILBLAZER MERGER CORPORATION I (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is “Trailblazer Merger Cor |
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| September 24, 2024 |
Exhibit 99.1 Trailblazer Merger Corporation I 510 Madison Avenue, Suite 1401 New York, NY 10022 SUPPLEMENT TO PROXY STATEMENT DATED SEPTEMBER 6, 2024 FOR ANNUAL MEETING OF TRAILBLAZER MERGER CORPORATION I Dear Stockholders of Trailblazer Merger Corporation I: You have previously received definitive proxy materials dated September 6, 2024 (the “Proxy Statement”) in connection with the annual meetin |
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| September 24, 2024 |
Proxy Supplement dated September 24, 2024 Exhibit 99.1 Trailblazer Merger Corporation I 510 Madison Avenue, Suite 1401 New York, NY 10022 SUPPLEMENT TO PROXY STATEMENT DATED SEPTEMBER 6, 2024 FOR ANNUAL MEETING OF TRAILBLAZER MERGER CORPORATION I Dear Stockholders of Trailblazer Merger Corporation I: You have previously received definitive proxy materials dated September 6, 2024 (the “Proxy Statement”) in connection with the annual meetin |
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| September 24, 2024 |
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 September 24, 2024 Date of earliest event reported Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| September 24, 2024 |
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 September 24, 2024 Date of earliest event reported Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commission File |
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| September 20, 2024 |
Amendment to Promissory Note dated as of September 16, 2024 Exhibit 2.1 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made and entered into effective as of September 16, 2024 by Maker and Payee. W I T N E |
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| September 20, 2024 |
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 September 20, 2024 (September 16, 2024) Date of Report (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdicti |
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| September 19, 2024 |
Regulation FD Disclosure, 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): September 19, 2024 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) |
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| September 19, 2024 |
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): September 19, 2024 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) |
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| September 19, 2024 |
Exhibit 99.1 Investor Presentation September 2024 Information About the Proposed Transaction for Investors and Shareholders In connection with the proposed transaction (the “Proposed Transaction”), between Trailblazer Merger Corporation I (“Trailblazer”) and Cyabra Strategy Ltd . (“Cyabra”), Trailblazer (or a subsidiary of Trailblazer) intends to file relevant materials with the U . S . Securities |
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| September 19, 2024 |
EX-99.1 2 ea021518001ex99-1trail1.htm INVESTOR PRESENTATION DATED SEPTEMBER 2024 Exhibit 99.1 Investor Presentation September 2024 Information About the Proposed Transaction for Investors and Shareholders In connection with the proposed transaction (the “Proposed Transaction”), between Trailblazer Merger Corporation I (“Trailblazer”) and Cyabra Strategy Ltd . (“Cyabra”), Trailblazer (or a subsidia |
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| September 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| August 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 14, 2024 |
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 quarter ended June 30, 2024 ☐ 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: 001-41668 TRAILBLAZER MERGER COR |
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| July 23, 2024 |
Exhibit 99.1 Data Intelligence Firm Cyabra Plans to List on NASDAQ Through a Business Combination with Trailblazer Merger Corporation I ● Cyabra’s AI Tools Empower Corporations and Governments in the Fight Against Disinformation Campaigns ● Elon Musk Engaged Cyabra to Analyze the Amount of Bot Activity Prior to His Acquisition of Twitter1 New York & Tel Aviv, July 23, 2024 (GLOBE NEWSWIRE) - Cyabr |
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| July 23, 2024 |
Form of Registration Rights Agreement. Exhibit 10.4 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2024, is made and entered into by and among Trailblazer Holdings, Inc., a Delaware corporation (the “Company”), Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed on the signature page hereto (each such party, |
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| July 23, 2024 |
Exhibit 10.2 COMPANY SUPPORT AGREEMENT This COMPANY SUPPORT AGREEMENT (this “Agreement”) is dated as of July 22, 2024, by and among the Persons set forth on Schedule I hereto (each, a “Company Shareholder” and, collectively, the “Company Shareholders”), Trailblazer Merger Corporation I, a Delaware company (“Parent”), and Cyabra Strategy Ltd., a private company formed in Israel (the “Company”). Cap |
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| July 23, 2024 |
Exhibit 10.1 PARENT SUPPORT AGREEMENT This PARENT SUPPORT AGREEMENT (this “Agreement”) is dated as of July 22, 2024, by and among Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), Trailblazer Merger Corporation I, a Delaware corporation (“Parent”), and Cyabra Strategy Ltd., a private company formed in Israel (the “Company”). Capitalized terms used but not define |
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| July 23, 2024 |
Exhibit 10.1 PARENT SUPPORT AGREEMENT This PARENT SUPPORT AGREEMENT (this “Agreement”) is dated as of July 22, 2024, by and among Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), Trailblazer Merger Corporation I, a Delaware corporation (“Parent”), and Cyabra Strategy Ltd., a private company formed in Israel (the “Company”). Capitalized terms used but not define |
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| July 23, 2024 |
Form of Registration Rights Agreement. Exhibit 10.4 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2024, is made and entered into by and among Trailblazer Holdings, Inc., a Delaware corporation (the “Company”), Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed on the signature page hereto (each such party, |
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| July 23, 2024 |
Exhibit 2.1 MERGER AGREEMENT dated July 22, 2024 by and among Cyabra Strategy Ltd., Trailblazer Merger Corporation I, Trailblazer Holdings, Inc., and Trailblazer Merger Sub Ltd. Table of Contents Page Article I DEFINITIONS 3 1.1 Definitions 3 1.2 Construction 18 Article II THE MERGER 19 2.1 Reserved 19 2.2 Merger 20 2.3 Merger Effective Time 20 2.4 Effect of the Merger 20 2.5 U.S. Tax Treatment 20 |
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| July 23, 2024 |
Exhibit 10.2 COMPANY SUPPORT AGREEMENT This COMPANY SUPPORT AGREEMENT (this “Agreement”) is dated as of July 22, 2024, by and among the Persons set forth on Schedule I hereto (each, a “Company Shareholder” and, collectively, the “Company Shareholders”), Trailblazer Merger Corporation I, a Delaware company (“Parent”), and Cyabra Strategy Ltd., a private company formed in Israel (the “Company”). Cap |
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| July 23, 2024 |
Exhibit 10.3 FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [●], by and among Cyabra Inc., a Delaware corporation (“Parent”) (formerly known as Trailblazer Holdings, Inc.), certain former shareholders, officers and directors of Cyabra Strategy Ltd., a private company organized in Israel (“Company”), identified on the signature page and as set forth on Schedule I |
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| July 23, 2024 |
Exhibit 10.3 FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [●], by and among Cyabra Inc., a Delaware corporation (“Parent”) (formerly known as Trailblazer Holdings, Inc.), certain former shareholders, officers and directors of Cyabra Strategy Ltd., a private company organized in Israel (“Company”), identified on the signature page and as set forth on Schedule I |
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| July 23, 2024 |
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): July 22, 2024 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| July 23, 2024 |
Exhibit 99.1 Data Intelligence Firm Cyabra Plans to List on NASDAQ Through a Business Combination with Trailblazer Merger Corporation I ● Cyabra’s AI Tools Empower Corporations and Governments in the Fight Against Disinformation Campaigns ● Elon Musk Engaged Cyabra to Analyze the Amount of Bot Activity Prior to His Acquisition of Twitter1 New York & Tel Aviv, July 23, 2024 (GLOBE NEWSWIRE) - Cyabr |
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| July 23, 2024 |
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): July 22, 2024 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| July 23, 2024 |
Exhibit 2.1 MERGER AGREEMENT dated July 22, 2024 by and among Cyabra Strategy Ltd., Trailblazer Merger Corporation I, Trailblazer Holdings, Inc., and Trailblazer Merger Sub Ltd. Table of Contents Page Article I DEFINITIONS 3 1.1 Definitions 3 1.2 Construction 18 Article II THE MERGER 19 2.1 Reserved 19 2.2 Merger 20 2.3 Merger Effective Time 20 2.4 Effect of the Merger 20 2.5 U.S. Tax Treatment 20 |
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| June 27, 2024 |
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): June 27, 2024 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| May 15, 2024 |
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 quarter ended March 31, 2024 ☐ 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: 001-41668 TRAILBLAZER MERGER CO |
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| March 29, 2024 |
Exhibit 97.1 TRAILBLAZER MERGER CORPORATION I (the “Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefor |
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| March 29, 2024 |
Exhibit 21.1 List of Subsidiaries of Trailblazer Merger Corp. I None. |
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| March 29, 2024 |
Exhibit 4.5 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2023, the end of the period covered by this Annual Report on Form 10-K, Trailblazer Merger Corp. I (the “Company,” “we,” “us,” or “our”) has three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exc |
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| March 29, 2024 |
Amendment to Promissory Note, dated March 27, 2024, issued to Trailblazer Sponsor Group, LLC Exhibit 10.14 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022, as amended from time to time (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Maker”), and Trailblazer Sponsor Group, LLC (the “Payee”), is made and entered into effective as of March 27, 2024 by Maker and Payee. WITNESSETH: |
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| March 29, 2024 |
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 UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41668 TRAILBLAZER MERGER CORPORATION |
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| February 14, 2024 |
SC 13G 1 tbmc21424.htm AQR CAPITAL MANAGEMENT LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 TRAILBLAZER MERGER CORPORATION I (Name of Issuer) Class A Common Stock (Title of Class of Securities) 89278D109 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate |
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| February 13, 2024 |
SC 13G 1 ea193521-13gsponsortrail1.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 TRAILBLAZER MERGER CORPORATION I (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Titles of Class of Securities) 89278D109 (CUSIP Number) March 31, 2023 (Date of Event Which Requires F |
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| February 8, 2024 |
TBMC / Trailblazer Merger Corporation I / Wealthspring Capital LLC - SCHEDULE 13G Passive Investment SC 13G 1 ea192860-13gwealthtrail1.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Trailblazer Merger Corporation I (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 89278D109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Sta |
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| February 8, 2024 |
EX-99.1 2 ea192860ex99-1trail1.htm JOINT FILING AGREEMENT, DATED AS OF FEBRUARY 8, 2024 BY AND AMONG WEALTHSPRING CAPITAL LLC AND MATTHEW SIMPSON Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Sche |
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| January 31, 2024 |
EX-99.1 2 d42630dex991.htm EX-99.1 SCHEDULE 13G CUSIP No. 89278D208 Page 11 of 11 Pages EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Units of Trailblazer Merger Corp I dated as of January 31, 2024, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf |
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| January 31, 2024 |
SC 13G/A 1 d42630dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Trailblazer Merger Corp I (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 89278D208 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Stat |
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| November 7, 2023 |
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 quarter ended September 30, 2023 ☐ 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: 001-41668 TRAILBLAZER MERGE |
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| August 11, 2023 |
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 quarter ended June 30, 2023 ☐ 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: 001-41668 TRAILBLAZER MERGER COR |
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| June 12, 2023 |
US89278D2080 / Trailblazer Merger Corp. I / PROPPER KERRY Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. N/A)* TRAILBLAZER MERGER CORPORATION I (Name of Issuer) Class A Ordinary Shares, par value $0.0001 (Title of Class of Securities) 89278D208 (CUSIP Number) March 31, 2023 (Date of Event which Requires Filing of this Statement) Check the |
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| May 15, 2023 |
Financial Statements and Exhibits, Other Events 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 May 15, 2023 Date of Report (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Commi |
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| May 15, 2023 |
Exhibit 99.1 Trailblazer Merger Corporation I Announces the Separate Trading of its Class A Common Stock and Rights Commencing May 15, 2023 New York– May 15, 2023 – Trailblazer Merger Corporation I (the “Company”) announced that, commencing May 15, 2023, shares of the Company’s Class A common stock and rights, which together comprise the units sold in the Company’s initial public offering, will be |
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| May 12, 2023 |
Table of Contents 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 quarter ended March 31, 2023 ☐ 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: 001-41668 TRA |
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| April 28, 2023 |
TRAILBLAZER MERGER CORPORATION I INDEX TO FINANCIAL STATEMENT Exhibit 99.1 TRAILBLAZER MERGER CORPORATION I INDEX TO FINANCIAL STATEMENT PAGE Report of Independent Registered Public Accounting Firm (PCAOB ID #688) F-2 Balance Sheet as of March 31, 2023 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 Trailblazer Merger Corporation I Opinion on the Financial Statemen |
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| April 28, 2023 |
Exhibit 2.1 THIS 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 THAT SUCH REGISTRATIO |
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| April 28, 2023 |
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 April 28, 2023 (March 31, 2023) Date of Report (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of in |
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| April 6, 2023 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* TRAILBLAZER MERGER CORP. I Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 89278D208 (CUSIP Number) March 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| April 6, 2023 |
SCHEDULE 13G CUSIP No. 89278D208 Page 11 of 11 Pages EX-99.1 SCHEDULE 13G CUSIP No. 89278D208 Page 11 of 11 Pages EXHIBIT 1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13G with respect to the Units of Trailblazer Merger Corp. I dated as of April 6, 2023 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and |
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| April 3, 2023 |
Underwriting Agreement, dated March 28, 2023, by and among the Company, LifeSci and Ladenburg (1) EX-1.1 2 tm2311100d1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 TRAILBLAZER MERGER CORPORATION I 6,000,000 Units Underwriting Agreement March 28, 2023 LifeSci Capital LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o LifeSci Capital LLC 250 West 55th Street, 34th Floor New York, New York 10019 c/o Ladenburg Thalmann & Co. Inc. 640 Fifth Avenue, 4th Floor New York, NY 10019 La |
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| April 3, 2023 |
EX-4.1 4 tm2311100d1ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 RIGHTS AGREEMENT THIS RIGHTS AGREEMENT (this “Agreement”) is made as of March 28, 2023 between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as rights agent (the “Rights Agent”). WHEREAS, the Company has received a firm commitme |
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| April 3, 2023 |
Trailblazer Merger Corporation I Announces Pricing of $60,000,000 Initial Public Offering on Nasdaq Exhibit 99.1 Trailblazer Merger Corporation I Announces Pricing of $60,000,000 Initial Public Offering on Nasdaq NEW YORK – March 28, 2023 – Trailblazer Merger Corporation I (“TBMC”) announced today the pricing of its initial public offering of 6,000,000 units at a price of $10.00 per unit. The units are expected to be listed on The Nasdaq Global Market (“Nasdaq”) and trade under the ticker symbol |
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| April 3, 2023 |
Exhibit 10.6 PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of March 28, 2023, is entered into by and between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Trailblazer Sponsor Group LLC, a Delaware limited liab |
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| April 3, 2023 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT THIS INVESTMENT MANAGEMENT TRUST AGREEMENT (this “Agreement”) is made effective as of March 28, 2023 by and between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333-2659 |
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| April 3, 2023 |
Exhibit 10.5 STOCK ESCROW AGREEMENT THIS STOCK ESCROW AGREEMENT, dated as of March 28, 2023 (“Agreement”), is by and among Trailblazer Merger Corporation I Co., a Delaware corporation (the “Company”), the initial securityholders listed on Exhibit A attached hereto (each, an “Initial Securityholder” and collectively the “Initial Securityholders”) and Continental Stock Transfer & Trust Company, a Ne |
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| April 3, 2023 |
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 March 28, 2023 Date of Report (Date of earliest event reported) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Delaware 001-41668 87-3710376 (State or other jurisdiction of incorporation) (Com |
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| April 3, 2023 |
EX-10.3 7 tm2311100d1ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 28, 2023, is made and entered into by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties lis |
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| April 3, 2023 |
EX-10.4 8 tm2311100d1ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of March 28, 2023, between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Trailblazer Sponsor Group, LLC, Barak Avitbul, Scott Burell, Olga Castells, Patrick M. Donovan, Yosef Eichorn, Joseph Hammer and A |
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| April 3, 2023 |
Exhibit 10.1 March 28, 2023 Trailblazer Merger Corporation I 510 Madison Avenue, Suite 1401 New York, NY 10022 LifeSci Capital LLC 250 W 55th Street, Suite 3401 New York, NY 10019 Ladenburg Thalmann & Co. Inc. 640 Fifth Avenue, 4th Floor New York, NY 10019 Re: Initial Public Offering Ladies and Gentlemen: This letter agreement is being delivered to you in accordance with the Underwriting |
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| April 3, 2023 |
Exhibit 99.2 Trailblazer Merger Corp. I Announces Closing of Initial Public Offering and Exercise of Full Over-Allotment Option NEW YORK – March 31, 2023 – Trailblazer Merger Corp. I (“TBMC”) announced today the closing of its initial public offering of 6,900,000 units, which included the full exercise of the underwriters’ over-allotment option. The units were sold at a price of $10.00 per unit, r |
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| April 3, 2023 |
Amended and Restated Certificate of Incorporation (1) Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TRAILBLAZER MERGER CORPORATION I Pursuant to Sections 242 and 245 of the Delaware General Corporation Law Trailblazer Merger Corporation I, 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 “Trailblazer Mer |
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| March 29, 2023 |
$60,000,000 Trailblazer Merger Corporation I 6,000,000 Units TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-265914 PROSPECTUS $60,000,000 Trailblazer Merger Corporation I 6,000,000 Units Trailblazer Merger Corporation I is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more busi |
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| March 28, 2023 |
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 TRAILBLAZER MERGER CORPORATION I (Exact name of registrant as specified in its charter) Delaware 86- 3710376 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identi |
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| March 24, 2023 |
March 24, 2023 VIA EDGAR Benjamin Holt U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Trailblazer Merger Corporation I Registration Statement on Form S-1 Filed June 30, 2022, as amended File No. 333-265914 Dear Mr. Holt: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), the undersigned, for thems |
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| March 24, 2023 |
Trailblazer Merger Corporation I 510 Madison Avenue Suite 1401 New York, NY 10022 Trailblazer Merger Corporation I 510 Madison Avenue Suite 1401 New York, NY 10022 March 24, 2023 VIA EDGAR Division of Corporation Finance Office of Real Estate & Construction U. |
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| March 13, 2023 |
EX-FILING FEES Calculation of Filing Fee Tables S-1 (Form Type) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid. |
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| March 13, 2023 |
As filed with the Securities and Exchange Commission on March 10, 2023 S-1/A 1 tm234246-3s1a.htm S-1/A TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 10, 2023 Registration No. 333-265914 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Trailblazer Merger Corporation I (Exact name of registrant as specified in its charter) Delaware |
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| March 13, 2023 |
Exhibit 10.12 September 23, 2022 Trailblazer Merger Corporation I 510 Madison Avenue Suite 1401 New York, NY 10022 Attention: Ari Rabinowitz Gentlemen: This is to confirm our understanding pursuant to which Trailblazer Merger Corporation I (the “Company”) and Trailblazer Sponsor Group LLC (the “Sponsor”) have agreed (the “Agreement”) to engage LifeSci Capital LLC, a New York limited liability comp |
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| March 13, 2023 |
Exhibit 10.13 AMENDMENT NO. 1 TO ADVISORY AGREEMENT THIS ADVISORY AGREEMENT AMENDMENT (this “Amendment”) is entered into effective as of March 9, 2023, by and among Trailblazer Merger Corporation I (the “Company”), Trailblazer Sponsor Group LLC (the “Sponsor”) and LifeSci Capital LLC (“LifeSci,” and, together with the Company and the Sponsor, the “Parties”). RECITALS: WHEREAS, on September 23, 202 |
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| March 10, 2023 |
March 10, 2023 Via EDGAR Division of Corporation Finance Office of Real Estate & Construction U. |
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| January 31, 2023 |
As filed with the Securities and Exchange Commission on January 30, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 30, 2023 Registration No. |
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| January 31, 2023 |
Exhibit 10.9 STOCK ESCROW AGREEMENT This STOCK ESCROW AGREEMENT, dated as of [●], 2023 (“Agreement”), is by and among Trailblazer Merger Corporation I Co., a Delaware corporation (the “Company”), the initial securityholders listed on Exhibit A attached hereto (each, an “Initial Securityholder” and collectively the “Initial Securityholders”) and Continental Stock Transfer & Trust Company, a N |
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| January 31, 2023 |
Exhibit 4.3 SPECIMEN RIGHTS CERTIFICATE NUMBER TBMCR RIGHTS TRAILBLAZER MERGER CORPORATION I INCORPORATED UNDER THE LAWS OF THE DELAWARE RIGHTS SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [•] THIS CERTIFIES THAT, for value received is the registered holder(s) of a right or rights (each, a “Right”) to automatically receive one-tenth (1/10) of one share of common stock, $0.0001 par value (“Common Stoc |
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| January 31, 2023 |
EX-4.1 7 tm234246d2ex4-1.htm EXHIBIT 4.1 Exhibit 4.1 NUMBER UNITS TBMCU SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [•] TRAILBLAZER MERGER CORPORATION I (THE “COMPANY”) UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE RIGHT TO RECEIVE ONE -TENTH (1/10) OF ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one share of Class A comm |
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| January 31, 2023 |
Form of Amended and Restated Certificate of Incorporation* EX-3.3 5 tm234246d2ex3-3.htm EXHIBIT 3.3 Exhibit 3.3 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TRAILBLAZER MERGER CORPORATION I Pursuant to Sections 242 and 245 of the Delaware General Corporation Law Trailblazer Merger Corporation I, a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The na |
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| January 31, 2023 |
Exhibit 10.1 [•], 2023 Trailblazer Merger Corporation I 510 Madison Avenue, Suite 1401 New York, NY 10022 LifeSci Capital LLC 250 W 55th Street, Suite 3401 New York, NY 10019 Ladenburg Thalmann & Co. Inc. 277 Park Avenue, 26th Floor New York, NY 10172 Re: Initial Public Offering Ladies and Gentlemen: This letter agreement is being delivered to you in accordance with the Underwritin |
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| January 31, 2023 |
Exhibit 10.10 SHARE EXCHANGE AGREEMENT SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of September 23, 2022 (the “Effective Date”), by and between Trailblazer Merger Corporation I, a Delaware corporation (hereinafter referred to as “TBMC”) and the undersigned Trailblazer Sponsor Group, LLC (the “Stockholder”). TBMC and the Stockholder are sometimes referred to in this Agreement individually |
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| January 31, 2023 |
Exhibit 3.4 BY-LAWS OF TRAILBLAZER MERGER CORPORATION I ARTICLE I OFFICES SECTION 1. Principal Office. The registered office of the corporation shall be located in such place as may be provided from time to time in the Certificate of Incorporation. SECTION 2. Other Offices. The corporation may also have offices at such other places both within and without the State of Delaware as the Board of Dire |
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| January 31, 2023 |
EX-99.1 25 tm234246d2ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 AUDIT COMMITTEE CHARTER OF TRAILBLAZER MERGER CORPORATION I Adopted: [•] 2023 The responsibilities and powers of the Audit Committee of the Board of Directors (the “Board”) of Trailblazer Merger Corporation I (the “Company”), as delegated by the Board, are set forth in this charter (this “Charter”). Whenever the Audit Committee takes an act |
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| January 31, 2023 |
EX-99.2 26 tm234246d2ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 COMPENSATION COMMITTEE CHARTER OF TRAILBLAZER MERGER CORPORATION I Adopted: [ ], 2023 The responsibilities and powers of the Compensation Committee of the Board of Directors (the “Board”) of Trailblazer Merger Corporation I (the “Company”), as delegated by the Board, are set forth in this charter (this “Charter”). Whenever the Compensation |
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| January 31, 2023 |
Exhibit 10.4 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2023 by and between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, LLC, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S-1, No. 333- |
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| January 31, 2023 |
Form of Placement Unit Purchase Agreement between the registrant and Trailblazer Sponsor Group, LLC* EX-10.7 18 tm234246d2ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [•], 2023, is entered into by and between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Trailblazer Sp |
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| January 31, 2023 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF TRAILBLAZER MERGER CORPORATION I THE UNDERSIGNED, in order to form a corporation for the purposes herein stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware, hereby certifies as follows: FIRST: The name of the corporation is Trailblazer Merger Corporation I (hereinafter called the "Corporation"). SECOND: T |
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| January 31, 2023 |
EX-99.3 27 tm234246d2ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 Consent of Director Nominee of Trailblazer Merger Corporation I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Trailblazer Merger Corporation I, a Delaware corporation, and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and t |
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| January 31, 2023 |
Exhibit 10.2 THIS 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 THAT SUCH REGISTRA |
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| January 31, 2023 |
Form of Registration Rights Agreement between the registrant and certain security holders* Exhibit 10.5 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2023, is made and entered into by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed on the signature page hereto (each such party, |
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| January 31, 2023 |
Exhibit 4.2 SPECIMEN COMMON STOCK CERTIFICATE NUMBER TMBC SHARES TRAILBLAZER MERGER CORPORATION I INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [•] This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK, PAR VALUE OF $0.0001, OF TRAILBLAZER MERGER CORPORATION I transferable on the books of T |
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| January 31, 2023 |
Exhibit 3.2 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF TRAILBLAZER MERGER CORPORATION I Trailblazer Merger Corporation I, a corporation existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows:: FIRST: The name of the Corporation is Trailblazer Merger Corporation I SECOND: The original Certificate of Incorporation of the Corporation was |
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| January 31, 2023 |
Form of Underwriting Agreement* Exhibit 1.1 TRAILBLAZER MERGER CORPORATION I 6,000,000 Units Underwriting Agreement [●], 2023 LifeSci Capital LLC As Representative of the several Underwriters listed in Schedule 1 hereto c/o LifeSci Capital LLC 250 West 55th Street, 34th Floor New York, New York 10019 c/o Ladenburg Thalmann & Co. Inc. 277 Park Avenue, 26th Floor New York, NY 10172 Ladies and Gentlemen: Trailblazer Merger Corporat |
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| January 31, 2023 |
EX-99.4 28 tm234246d2ex99-4.htm EXHIBIT 99.4 Exhibit 99.4 Consent of Director Nominee of Trailblazer Merger Corporation I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Trailblazer Merger Corporation I, a Delaware corporation, and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and t |
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| January 31, 2023 |
Exhibit 14 CODE OF ETHICS OF TRAILBLAZER MERGER CORPORATION I Adopted: [●], 2023 The Board of Directors (the “Board”) of Trailblazer Merger Corporation I (the “Company”) has adopted this Code of Ethics (this “Code”) to provide value for our shareholders; and ● To encourage honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest; ● To prompt full, fair, accurate, timely and understandable disclosure; ● To comply with applicable laws and governmental rules and regulations; ● To prompt internal reporting of violations of this Code; ● To protect the Company’s legitimate business interests, including corporate opportunities, assets and confidential information; and ● To deter wrongdoing. |
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| January 31, 2023 |
Form of Rights Agreement between Continental Stock Transfer & Trust Company, LLC and the registrant* Exhibit 4.4 RIGHTS AGREEMENT This Rights Agreement (this “Agreement”) is made as of [ ], 2023 between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as rights agent (the “Rights Agent”). WHEREAS, the Company has received a firm commitment from LifeSci Capital LLC and Ladenburg Thalm |
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| January 31, 2023 |
Exhibit 99.5 Consent of Director Nominee of Trailblazer Merger Corporation I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Trailblazer Merger Corporation I, a Delaware corporation, and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewit |
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| January 31, 2023 |
Exhibit 10.6 SUBSCRIPTION AGREEMENT TO: The Directors of Trailblazer Merger Corporation I (the “Company”). The undersigned hereby subscribes for 1,940,625, shares of Class B common stock (the “Shares”) of the Company. In consideration for the issue of the Shares, the undersigned hereby agrees and undertakes to pay $25,000 to the Company. The undersigned agrees to take the Shares subject to the Cer |
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| January 31, 2023 |
Exhibit 99.6 Consent of Director Nominee of Trailblazer Merger Corporation I I hereby consent to being identified as a director nominee in the Registration Statement on Form S-1 of Trailblazer Merger Corporation I, a Delaware corporation, and all pre and post-effective amendments and supplements thereto, including the prospectus contained therein, and to all references to me in connection therewit |
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| January 31, 2023 |
Exhibit 10.11 SPONSOR SHARES FORFEITURE AGREEMENT This Sponsor Shares Forfeiture Agreement (this “Agreement”) is entered into as of January 20, 2023, by Trailblazer Sponsor Group, LLC, a Delaware limited liability company (the “Sponsor”), and Trailblazer Merger Corporation I, a Delaware corporation (the “SPAC”), in connection with the initial public offering. The Company and the Sponsor are referr |
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| January 31, 2023 |
Exhibit 10.3 AMENDMENT TO PROMISSORY NOTE This Amendment (the “Amendment”) to that certain Promissory Note, dated as of May 17, 2022 (the “Note”) by and among Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Trailblazer Sponsor Group, LLC, the Company’s sponsor the “Sponsor”), is made and entered into effective as of January 20, 2023 by the Company and the Sponsor. REC |
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| January 31, 2023 |
Form of Indemnity Agreement between the registrant and certain security holders* Exhibit 10.8 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of , 2023, between Trailblazer Merger Corporation I, a Delaware corporation (the “Company”), and Trailblazer Sponsor Group LLC, Barak Avitbul, Scott Burell, Olga Castells, Patrick M. Donovan, Yosef Eichorn, Joseph Hammer and Arie Rabinowitz (“Indemnitee” or “Indemnitees”). WITNESSETH |
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| September 7, 2022 |
As filed with the Securities and Exchange Commission on September 7, 2022 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on September 7, 2022 Registration No. |
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| September 7, 2022 |
EX-FILING FEES Calculation of Filing Fee Tables S-1 (Form Type) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Previously paid. |
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| September 7, 2022 |
CORRESP 1 filename1.htm September 7, 2022 Via EDGAR Division of Corporation Finance Office of Real Estate & Construction U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attn: William Demarest Re: Trailblazer Merger Corporation I Registration Statement on Form S-1 Filed June 30, 2022 File No. 333-265914 Dear Mr. Demarest: Trailblazer Merger Corporation I, a Delawar |
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| June 30, 2022 |
Power of Attorney (included on signature page of the initial filing of this registration statement)* TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 29, 2022 Registration No. |
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| June 30, 2022 |
EX-FILING FEES Calculation of Filing Fee Tables S-1 (Form Type) Trailblazer Merger Corporation I (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid. |
