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 3~~December 5, 2023

ALTITUDE ACQUISITION CORP.

(Exact name of registrant as specified in its charter)

Delaware		001-39772		8785-~~1178222~~2533565
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS. Employer Identification No.)

400 Perimeter Center Terrace Suite 151

Atlanta, Georgia 30346

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: 1 (800) 950-2950

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☒☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one share of Class A common stock, par value $0.0001, and one-half of one redeemable warrant	ALTUU	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001	ALTU	The Nasdaq Stock Market LLC
Redeemable warrants, each warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share	ALTUW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 81.01. ~~Other~~Entry ~~Events~~into a Material Definitive Agreement

On ~~November 3~~December 5, 2023, in connection with the special meeting (“Special Meeting”) of stockholders of Altitude Acquisition Corp. (the “~~Altitude~~Company”) ~~issued~~to aapprove ~~press~~the ~~release~~Extension ~~announcing~~Amendment ~~that~~described ~~its~~in ~~board~~more ofdetail ~~directors~~in (Item 5.07 below, the ~~“Board”)~~Company ~~has~~and ~~elected~~Altitude toAcquisition ~~extend~~Holdco LLC, the ~~date~~Company’s bysponsor ~~which~~(the ~~Altitude~~“Sponsor”), ~~has~~entered tointo ~~consummate~~ a ~~business~~non-redemption ~~combination~~agreement (the “~~Deadline~~Non-Redemption ~~Date~~Agreement”) ~~from~~with ~~November 11,~~one ~~2023~~of ~~for~~the anCompany’s ~~additional~~existing ~~month~~stockholders to(the ~~December 11,~~“Non-Redeeming ~~2023,~~Stockholder”) ~~the~~holding ~~eighth~~an aggregate of ~~eight~~371,384 ~~potential~~shares ~~one~~(the “Non-~~month~~Redemption ~~extensions~~Shares”) of ~~the~~Class ~~Deadline~~A ~~Date~~common ~~available~~stock toof ~~Altitude~~the Company.

~~Altitude’s~~Pursuant ~~Amended~~to ~~and~~the ~~Restated~~Non-Redemption ~~Certificate~~Agreement, ofthe ~~Incorporation,~~Non-Redeeming asStockholder ~~amended~~agreed ~~(the~~to ~~“Charter”~~(a), ~~gives~~not ~~the~~redeem ~~Board~~ the ~~right~~Non-Redemption toShares ~~extend~~at the ~~Deadline~~Special ~~Date~~Meeting ~~eight~~and ~~times for an additional one month each time~~ (~~each, an “Extension”~~b), ~~from~~vote ~~April 11,~~all ~~2023,~~of the ~~initial~~Non-Redemption ~~Deadline~~Shares ~~Date,~~in tofavor upof tothe ~~December 11,~~proposals ~~2023~~brought ~~if requested~~ by ~~Altitude Acquisition Holdco LLC, a Delaware limited liability company (~~the ~~“Sponsor”),~~Company ~~upon~~at ~~five days’ advance notice prior to~~ the ~~11th~~Special ~~of the respective month (the “Outside Date”)~~Meeting.

OnIn ~~November~~ exchange for these commitments from the Non-Redeeming Stockholder, the Sponsor agreed to forfeit at the closing of the Company’s initial business combination an aggregate of 3,713 ~~2023~~shares of Class A common stock held by it for each month of the Extension (as defined below), ~~pursuant~~up to a maximum of 11,139 shares (the ~~Charter~~“Forfeited Shares”), and ~~after~~the aCompany ~~request~~agreed to ~~extend~~issue to the ~~Outside~~Non-Redeeming ~~Date~~Stockholder bya number of newly-issued shares equal to the ~~Sponsor~~Forfeited Shares, in each case provided that the ~~Board~~Non-Redeeming ~~determined~~Stockholder todid ~~implement~~not anexercise ~~eighth~~its ~~Extension~~redemption rights with respect to ~~allow~~the ~~additional~~Non-Redemption ~~time~~Shares ~~for~~in ~~Altitude~~connection towith ~~complete~~the ~~its~~Special ~~previously~~Meeting ~~announced~~and ~~proposed~~that ~~business~~the ~~combination~~Extension ~~with~~Amendment ~~Picard~~was ~~Medical,~~approved ~~Inc.~~by ~~(“Picard”)~~the Company’s stockholders.

AThe ~~copy~~Non-Redemption Agreement increased the amount of funds that remain in the ~~press~~Company’s ~~release~~trust isaccount ~~attached~~following asthe ~~Exhibit~~Special ~~99.1~~Meeting, relative to ~~this~~the ~~Current~~amount ~~Report~~of onfunds ~~Form~~remaining ~~8-K~~in ~~and~~the istrust ~~incorporated~~account byhad ~~reference~~the ~~herein~~Non-Redemption Agreement not been entered into.

~~Important~~The ~~Information~~foregoing ~~About~~description of the ~~Mergers~~Non-Redemption ~~and~~Agreement ~~Where~~does not purport to ~~Find~~be Itcomplete and is qualified in its entirety by the terms and conditions of the Non-Redemption Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.

InItem connection with the proposed business combination, Altitude has filed a preliminary proxy statement and intends to file a definitive proxy statement with the Securities and Exchange Commission (“SEC”)3. Altitude urges its investors, shareholders and other interested persons to read the preliminary proxy statement, any amendments thereto, the definitive proxy statement, when available as well as other documents filed with the SEC because these documents will contain important information about Altitude, Picard and the business combination01. ~~When~~Notice ~~available,~~of ~~the~~Delisting ~~definitive~~or ~~proxy~~Failure ~~statement will be mailed~~ to ~~shareholders~~Satisfy ~~of Altitude as of~~ a ~~record~~Continued ~~date~~Listing toRule beor ~~established~~Standard; ~~for~~Transfer ~~voting on the proposed business combination. Once available, shareholders will also be able to obtain a copy~~ of ~~the definitive proxy statement and other documents filed with the SEC without charge, by directing a request to: Altitude Acquisition Corp~~Listing., 400 Perimeter Center Terrace, Suite 151, Atlanta Georgia 30346. The preliminary and definitive proxy statement, once available, can also be obtained, without charge, at the SEC’s website (www.sec.gov).

~~Participants~~On December 11, 2023, the Company received a notice from the staff of the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, unless the Company timely requests a hearing before the Nasdaq Hearings Panel (the “Panel”), the Company’s securities (shares, warrants, and rights) would be subject to suspension and delisting from The Nasdaq Capital Market at the opening of business on December 20, 2023, due to the Company’s non-compliance with Nasdaq IM-5101-2, which requires that a special purpose acquisition company complete one or more business combinations within 36 months of the effectiveness of its IPO registration statement. The Company intends to timely request a hearing before the Panel to request additional time to complete a business combination. If timely filed, the hearing request will result in a stay of any suspension or delisting action pending the ~~Solicitation~~hearing.

~~Altitude~~Item and Picard and their respective directors and executive officers may be considered participants in the solicitation of proxies with respect to the proposed business combination described in this report under the rules of the SEC5. Information about the directors and executive officers of Altitude is set forth in Altitude’s annual report on Form 10-K for the year ended December 31, 2022 filed with the SEC on March 23, 2023, and is available free of charge at the SEC’s website at www03.~~sec.gov~~ orAmendments ~~by directing a request~~ to: ~~Altitude~~Articles ~~Acquisition Corp., 400 Perimeter Center Terrace, Suite 151, Atlanta Georgia 30346. Information regarding the persons who may, under the rules~~ of ~~the~~Incorporation ~~SEC,~~or beBylaws; ~~deemed~~Change ~~participants~~ in ~~the~~Fiscal ~~solicitation of Altitude stockholders in connection with the proposed business combination will be set forth in the proxy statement for the proposed business combination when it is filed with the SEC~~Year. ~~These documents can be obtained free of charge from the sources indicated above.~~

~~Forward-Looking~~The ~~Statements~~information included in Item 5.07 is incorporated by reference in this item to the extent required.

~~Certain~~Item statements included in this Current Report on Form 8-K that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 19955. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,” “outlook,” “project,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters07. ~~These~~Submission ~~forward-looking statements include, but are not limited to, statements regarding estimates and forecasts~~ of ~~financial~~Matters ~~and performance metrics and projections of market opportunity, Altitude’s and Picard’s expectations with respect~~ to ~~future~~a ~~performance~~Vote ~~and anticipated financial impacts~~ of ~~the~~Security ~~business combination, the satisfaction of the closing conditions to the business combination and the timing of the completion of the business combination~~Holders. These statements are based on various assumptions, whether or not identified in this Current Report on or the exhibits hereto, and on the current expectations of the respective management of Altitude and Picard and are not predictions of actual performance. These forward-looking statements

~~are~~On ~~provided for illustrative purposes only and are not intended to serve as~~December 6, ~~and must not be relied on by an investor as~~2023, athe ~~guarantee,~~Company anheld assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the ~~control~~Special ~~of Altitude and Picard~~Meeting. ~~These~~At ~~forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic business, market, financial, political, and legal conditions;~~ the ~~inability~~Special ~~of the parties to successfully or timely consummate the proposed business combination~~Meeting, ~~including~~ the risk that any regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the proposed business combination or that the approval of the stockholders of Altitude or Picard is not obtained; failure to realize the anticipated benefits of the proposed business combination; risks relating to the uncertainty of the projected financial information with respect to Picard; risks related to the performance of PicardCompany’s ~~business;~~stockholders ~~the~~voted ~~development,~~on ~~effects and enforcement of laws and regulations; Picard’s ability to manage future growth; Picard’s ability to develop new products and solutions, bring them to market in~~ a ~~timely~~proposal ~~manner, and make enhancements~~ to ~~its~~amend ~~platform;~~ the ~~effects of competition on Picard~~Company’s ~~business;~~Amended ~~the~~and ~~amount~~Restated ofCertificate ~~redemption requests made by Altitude’s stockholders; the ability~~ of ~~Altitude~~Incorporation ~~or Picard~~ to ~~obtain~~extend ~~financing in connection with~~ (the business combination or in the future; the outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries; and those factors discussed in the preliminary proxy statement under the heading “~~Risk Factors,~~Extension”) ~~and other documents Altitude has filed, or will file, with~~ the ~~SEC.~~date Ifby ~~any~~which ~~of these risks materialize or our assumptions prove incorrect, actual results could differ materially from~~ the ~~results~~Company ~~implied~~must byconsummate ~~these~~a ~~forward-looking~~business ~~statements.~~combination ~~There may be additional risks that neither Altitude nor Picard presently know, or that Altitude or Picard currently believe are immaterial, that could also cause actual results to differ~~ from ~~those contained in the forward-looking statements. In addition~~December 11, ~~forward-looking~~2023 ~~statements~~monthly ~~reflect~~up Altitude’s and Picard’s expectations, plans, or forecasts of future events and views as of the date of this Current Report and the exhibits hereto. Altitude and Picard anticipate that subsequent events and developments will cause Altitude’s and Picard’s assessments to ~~change.~~three ~~However,~~times ~~while~~for ~~Altitude~~an ~~and~~additional ~~Picard~~one ~~may~~month ~~elect~~each ~~to update these forward-looking statements at some point in the future~~time, ~~Altitude~~up ~~and Picard specifically disclaim any obligation~~ to ~~do so. These forward-looking statements should not be relied upon as representing Altitude’s and Picard’s assessments as of any date subsequent to the date of this Current Report. Accordingly~~March 11, ~~undue~~2024 ~~reliance should not be placed upon~~ (the ~~forward-looking~~“Extension ~~statements~~Amendment”).

NoThe ~~Offer~~following oris ~~Solicitation~~a tabulation of the votes with respect to the Extension Amendment, which was approved by the Company’s stockholders:

This Current Report is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed business combination and shall not constitute an offer to sell or a solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act.


For	Against	Abstain
7,608,895	47,892	30

~~Item~~In 9connection with the Special Meeting, stockholders holding an aggregate of 359,190 shares of the Company’s Class A common stock exercised their right to redeem their shares for approximately $10.0130 per ~~Financial~~share ~~Statements~~of ~~and~~the ~~Exhibits~~funds held in the Company’s trust account, for an aggregate of approximately $3.7 million, leaving approximately $10.1 million in cash in the trust account after satisfaction of such redemptions.

~~(d)~~In ~~Exhibits~~addition, on December 7, 2023, the Company filed the Charter Amendment with the Secretary of State of the State of Delaware. A copy of the Charter Amendment is attached hereto as Exhibit 3.1.

Exhibit Number		Description
99.1		Press Release, issued November 3, 2023.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward Looking Statements

~~SIGNATURE~~Certain information contained in this report consists of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks, uncertainties and assumptions that are difficult to predict. Words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” and similar expressions, or the use of future tense, identify forward-looking statements, but their absence does not mean that a statement is not forward-looking. Such forward-looking statements are not guarantees of performance and actual actions or events could differ materially from those contained in such statements. For example, there can be no assurance that the Company will request a hearing from the Panel, or that Nasdaq will grant the Company any relief from delisting as necessary. The forward-looking statements contained in this report speak only as of the date of this report and the Company undertakes no obligation to publicly update any forward-looking statements to reflect changes in information, events or circumstances after the date of this report, unless required by law.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Description of Exhibits

3.1		Amendment to the Registrant’s Amended and Restated Certificate of Incorporation.

10.1		Non-Redemption Agreement by and among the Company, the Sponsor, Meteora Special Opportunity Fund I, LP, Meteora Capital Partners, LP and Meteora Select Trading Opportunities Master, LP, dated December 5, 2023

104		Cover Page Interactive Data File-Embedded within the inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


ALTITUDE ACQUISITION CORP.

By:		/s/ Gary Teplis
Name:		Gary Teplis
Title:		Chief Executive Officer

~~Dated~~Date: ~~November~~December 311, 2023

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