CRU.WS / Crucible Acquisition Corporation Redeemable warrants, each whole warrant exercisable for one share o - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

CRU / Crucible Acquisition Corporation / Empyrean Capital Partners, LP - CRUCIBLE ACQUISITION CORPORATION Passive Investment

SC 13G/A 1 p23-0411sc13ga.htm CRUCIBLE ACQUISITION CORPORATION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Crucible Acquisition Corporation (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 22877P108 (CUSIP Number) December 31, 2022 (Date of Event Which Requires

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

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EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on December 12, 2022, pursuant to the provisions of Rule 12d2-2 (a).

Certificate of Amendment of the Amended and Restated Certificate of Incorporation of Crucible Acquisition Corporation

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CRUCIBLE ACQUISITION CORPORATION CRUCIBLE ACQUISITION CORPORATION, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporation is Crucible Acquisition Corporation. The original Certificate of Incorporation of

Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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 28, 2022 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or other jurisdiction of incorporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CRUCIBLE ACQUISITION CORPORATION

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 Date of Report (Date of earliest event reported): November 3, 2022 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or other jurisdiction of incorporation) (

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

Table of Contents 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)) ? Defi

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 (Amendment No. 1)

PRER14A 1 d372559dprer14a.htm PRER14A Table of Contents 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 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the C

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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 26, 2022 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or other jurisdiction of incorporation)

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.

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 (Amendment No. )

Table of Contents 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 (Amendment No. ) 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 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CRUCIBLE ACQUISITION CORPORATION (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March, 31 2022 OR ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March, 31 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CRUCIBLE ACQUISITION CORPORATION (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Or ☐ TRANSITION REPORT PUR

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to To Commission File No. 001-398

CRU / Crucible Acquisition Corporation / Foundry Crucible I, LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Crucible Acquisition Corp. (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 22877P 108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 4, 2022 (January 7, 2021) Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANS

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CRUCIBLE ACQUI

CRUCIBLE ACQUISITION CORPORATION Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of January 7, 2021 (as Restated) F-3 Notes to Financial Statement (as Restated) F-4

Exhibit 99.1 CRUCIBLE ACQUISITION CORPORATION Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of January 7, 2021 (as Restated) F-3 Notes to Financial Statement (as Restated) F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and the Board of Directors of Crucible Acquisition Corporation Opinion on the Financial Statement We have audited

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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): January 26, 2022 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or other jurisdiction of incorporation) (

CRU / Crucible Acquisition Corporation / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

SC 13G 1 formsc13g.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Crucible Acquisition Corporation (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 22877P108 (CUSIP Number) December 21, 2021 (Date of Event which Requires Filing of this Statement) Check th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CRUCIBLE ACQUISITION CORPORATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CRUCIBLE ACQUISITION CORPORATION (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to CRUCIBLE ACQUISITION CORPORATION (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2021 ☐ Tran

NT 10-Q 1 d186384dnt10q.htm NT 10-Q SEC File Number 001-39837 CUSIP Number 22877P116 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Tra

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to To Commission File No. 001-398

Code of Ethics and Business Conduct of Crucible Acquisition Corporation.

EX-14.01 3 d138708dex1401.htm EX-14.01 Exhibit 14.01 CODE OF ETHICS AND BUSINESS CONDUCT OF CRUCIBLE ACQUISITION CORPORATION 1. Introduction The Board of Directors (the “Board”) of Crucible Acquisition Corporation (the “Company”) has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees

Description of the Company’s securities.

Exhibit 4.2 DESCRIPTION OF SECURITIES As of December 31, 2020, Crucible Acquisition Corp (?we,? ?our,? ?us? or the ?company?) had the following three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) its units, each consisting of one share of Class A common stock and one-third of one redeemable warrant, (ii) Class A commo

Crucible Acquisition Corporation Announces the Separate Trading of its Class A Common Stock and Redeemable Warrants Commencing February 25, 2021

Exhibit 99.1 FOR IMMEDIATE RELEASE Crucible Acquisition Corporation Announces the Separate Trading of its Class A Common Stock and Redeemable Warrants Commencing February 25, 2021 LOUISVILLE, COLORADO, February 24, 2021 ? Crucible Acquisition Corporation (NYSE: CRU.U) (the ?Company?) today announced that, commencing February 25, 2021, holders of the units sold in the Company?s initial public offer

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2021 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or other jurisdiction (Commission (I.R.S

Crucible Acquisition Corporation

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Crucible Acquisition Corporation (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 22877P207** (CUSIP Number) January 14, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate

Other Events, Financial Statements and Exhibits - CURRENT REPORT

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): January 7, 2021 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or other jurisdiction (Commission (I.R.S.

CRUCIBLE ACQUISITION CORPORATION

Exhibit 99.1 CRUCIBLE ACQUISITION CORPORATION Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of January 7, 2021 F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders of Crucible Acquisition Corporation Opinion on the Financial Statements We have audited the accompanying balance sheet of Crucible Acquisitio

Crucible Acquisition Corporation Announces Pricing of Upsized $225 Million Initial Public Offering

Exhibit 99.1 FOR IMMEDIATE RELEASE Crucible Acquisition Corporation Announces Pricing of Upsized $225 Million Initial Public Offering Boulder, Colorado, January 4, 2021 – Crucible Acquisition Corporation (the “Company”) announced today that it priced its initial public offering of 22,500,000 units at $10.00 per unit. The units will be listed on the New York Stock Exchange (the “NYSE”) and trade un

Warrant Agreement, dated January 4, 2021, between the Company and Continental Stock Transfer & Trust Company, as warrant agent.

Exhibit 4.1 WARRANT AGREEMENT CRUCIBLE ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated January 4, 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated January 4, 2021, is by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, th

Registration Rights Agreement, dated January 4, 2021, between the Company and each of the Sponsor and certain other security holders.

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 4, 2021, is made and entered into by and among Crucible Acquisition Corporation, a Delaware corporation (the “Company”), Foundry Crucible I, LLC, a Delaware limited liability company (the “Sponsor”), and the other parties listed on the signature pages hereto and any person or entit

Investment Management Trust Agreement, dated January 4, 2021, between the Company and Continental Stock Transfer & Trust Company, as trustee.

Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of January 4, 2021, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”). WHEREAS, the Company’s registration statement on Fo

Indemnity Agreement, dated January 4, 2021, between the Company and Jewel M. Burks.

Exhibit 10.11 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 4, 2021, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Jewel M. Burks (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are

Indemnity Agreement, dated January 4, 2021, between the Company and Sara Baack.

Exhibit 10.9 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 4, 2021, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Sara Baack (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are prov

Indemnity Agreement, dated January 4, 2021, between the Company and James M. Lejeal.

Exhibit 10.6 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 4, 2021, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and James M. Lejeal (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are

Support Services Agreement, dated January 4, 2021, between the Company and the Sponsor.

Exhibit 10.4 SUPPORT SERVICES AGREEMENT This Support Services Agreement (this “Agreement”), dated as of January 4, 2021, is made and entered into by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Foundry Crucible I, LLC, a Delaware limited liability company (the “Service Provider” and, together with the Company, the “Parties” and, each individually, a “Pa

Amended and Restated Certificate of Incorporation of the Company.

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CRUCIBLE Acquisition CorpORATION January 4, 2021 Crucible Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Crucible Acquisition Corporation”. The original certificate of incorporation of the Cor

Indemnity Agreement, dated January 4, 2021, between the Company and Jason M. Lynch.

Exhibit 10.8 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 4, 2021, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Jason M. Lynch (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are

Indemnity Agreement, dated January 4, 2021, between the Company and Margaret E. Porfido.

Exhibit 10.10 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 4, 2021, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Margaret E. Porfido (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless the

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 Date of Report (Date of earliest event reported): January 4, 2021 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-39837 85-3052152 (State or other jurisdiction (Commission (I.R.S.

Letter Agreement, dated January 4, 2021, between the Company and each of the Sponsor, the Company’s officers and directors and certain other security holders.

Exhibit 10.1 January 4, 2021 Crucible Acquisition Corporation 1050 Walnut St. Ste 210 Boulder, Colorado 80302 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between Crucible Acquisition Corporation, a Dela

Underwriting Agreement, dated January 4, 2021, between the Company and Credit Suisse Securities (USA) LLC, as the underwriter.

EX-1.1 2 ea132876ex1-1crucible.htm UNDERWRITING AGREEMENT, DATED JANUARY 4, 2021, BETWEEN THE COMPANY AND CREDIT SUISSE SECURITIES (USA) LLC, AS THE UNDERWRITER Exhibit 1.1 $225,000,000 22,500,000 Units Crucible Acquisition Corporation UNDERWRITING AGREEMENT January 4, 2021 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 As Representative of the several Underwriters Lad

Indemnity Agreement, dated January 4, 2021, between the Company and Brad Feld.

Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of January 4, 2021, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Brad Feld (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provi

Sponsor Warrants Purchase Agreement, dated January 4, 2021, between the Company and the Sponsor.

Exhibit 10.5 SPONSOR WARRANTS PURCHASE AGREEMENT THIS SPONSOR WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of January 4, 2021, is entered into by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Foundry Crucible I, LLC, a Delaware limited liability company (the

$225,000,000 Crucible Acquisition Corporation 22,500,000 Units

PROSPECTUS Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-251495 and 333-251891 $225,000,000 Crucible Acquisition Corporation 22,500,000 Units Crucible Acquisition Corporation is a newly incorporated 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 bus

- REGISTRATION STATEMENT

As filed with the U.S. Securities and Exchange Commission on January 4, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770 85-3052152 (State or other jurisdiction of incorporation or o

- FOR REGISTRATION OF CERTAIN CLASSES

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 (g) OF THE SECURITIES EXCHANGE ACT OF 1934 CRUCIBLE ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 85-3052152 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identific

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CORRESP 1 filename1.htm CRUCIBLE ACQUISITION CORPORATION 1050 Walnut St. Ste 210 Boulder, Colorado 80302 December 31, 2020 VIA EMAIL & EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Attention: Todd Schiffman Re: Crucible Acquisition Corporation (the “Company”) Registration Statement on Form S-1 (Registration No. 333-251495) Dea

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December 31, 2020 VIA EDGAR TRANSMISSION United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

- AMENDMENT NO. 2 TO FORM S-1

S-1/A 1 ea132460-s1a2crucibleacqu.htm AMENDMENT NO. 2 TO FORM S-1 As filed with the U.S. Securities and Exchange Commission on December 30, 2020. Registration No. 333-251495 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Crucible Acquisition Corporation (Exact name of registrant as specifie

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DIRECT DIAL (213) 687-5122 DIRECT FAX (213) 621-5122 EMAIL ADDRESS [email protected] Skadden, Arps, Slate, Meagher & Flom llp 300 South Grand Avenue Los Angeles, California 90071-3144 TEL: (213) 687-5000 FAX: (213) 687-5600 www.skadden.com FIRM/AFFILIATE OFFICES - BOSTON CHICAGO HOUSTON NEW YORK PALO ALTO WASHINGTON, D.C. WILMINGTON - BEIJING BRUSSELS FRANKFURT HONG KONG LONDON MOSCOW M

- REGISTRATION STATEMENT

S-1/A 1 fs12020a1crucibleacq.htm REGISTRATION STATEMENT As filed with the U.S. Securities and Exchange Commission on December 29, 2020. Registration No. 333-251495 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Crucible Acquisition Corporation (Exact name of registrant as specified in its c

Form of Amended and Restated Certificate of Incorporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CRUCIBLE Acquisition CorpORATION January [●], 2021 Crucible Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Crucible Acquisition Corporation”. The original certificate of incorporation of the C

Consent of Jewel M. Burks

Exhibit 99.6 Consent of JEWEL M. BURKS In connection with the filing by Crucible Acquisition Corporation (the “Company”) of its Registration Statement (the “Registration Statement”) on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to

Form of Sponsor Warrants Purchase Agreement between the Registrant and Foundry Crucible I, LLC

Exhibit 10.6 SPONSOR WARRANTS PURCHASE AGREEMENT THIS SPONSOR WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2020, is entered into by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Foundry Crucible I, LLC, a Delaware limited liability company (the “Purch

Form of Indemnity Agreement

Exhibit 10.7 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2020, by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and [●] (“Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with ade

Promissory Note, dated September 25, 2020, issued to Foundry Crucible I, LLC

Exhibit 10.1 THIS PROMISSORY NOTE (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 COM

Form of Amended and Restated Certificate of Incorporation

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CRUCIBLE Acquisition CorpORATION [●], 2020 Crucible Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Crucible Acquisition Corporation”. The original certificate of incorporation of the Corporati

Form of Compensation Committee Charter

Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF CRUCIBLE ACQUISITION CORPORATION EFFECTIVE AS OF [●], 2021 I. PURPOSE OF THE COMMITTEE The purposes of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Crucible Acquisition Corporation (the “Company”) shall be to oversee any of the Company’s compensation and employee benefit plans

Consent of Margaret E. Porfido

Exhibit 99.4 Consent of MARGARET E. PORFIDO In connection with the filing by Crucible Acquisition Corporation (the “Company”) of its Registration Statement (the “Registration Statement”) on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nomine

Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 4.4 WARRANT AGREEMENT CRUCIBLE ACQUISITION CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [●], 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated [●], 2020, is by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant A

Certificate of Incorporation

EX-3.1 3 fs12020ex3-1crucibleacqu.htm CERTIFICATE OF INCORPORATION Exhibit 3.1 CERTIFICATE OF INCORPORATION OF CRUCIBLE ACQUISITION CORPORATION The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file and record this Certificate of Incorporation, and does hereby certify as follows: FIRST. The name of the corporation is Crucible Acquisition

Form of Underwriting Agreement

Exhibit 1.1 $200,000,000 20,000,000 Units Crucible Acquisition Corporation UNDERWRITING AGREEMENT [●], 2021 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 As Representative of the several Underwriters Ladies and Gentlemen: Crucible Acquisition Corporation, a Delaware corporation (the “Company”), proposes to sell to you and, as applicable, to the several underwriters na

Form of Support Services Agreement by and between the Registrant and Foundry Crucible I, LLC

Exhibit 10.8 SUPPORT SERVICES AGREEMENT This Support Services Agreement (this “Agreement”), dated as of [●], 2020, is made and entered into by and between Crucible Acquisition Corporation, a Delaware corporation (the “Company”), and Foundry Crucible I, LLC, a Delaware limited liability company (the “Service Provider” and, together with the Company, the “Parties” and, each individually, a “Party”).

Form of Nominating and Corporate Governance Committee Charter

Exhibit 99.3 CHARTER OF THE NOMINATING AND CORPORATE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS OF CRUCIBLE ACQUISITION CORPORATION EFFECTIVE AS OF [●], 2021 I. PURPOSE OF THE COMMITTEE The purposes of the Nominating and Corporate Governance Committee (the “Committee”) of the Board of Directors (the “Board”) of Crucible Acquisition Corporation (the “Company”) shall be to identify and to recomm

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2020, by and between Crucible Acquisition Corporation, 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, File No. 333-[●]

Specimen Unit Certificate

Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP CRUCIBLE ACQUISITION CORPORATION UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-THIRD OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common stock, par

Consent of Sara Baack

Exhibit 99.5 Consent of SARA BAACK In connection with the filing by Crucible Acquisition Corporation (the “Company”) of its Registration Statement (the “Registration Statement”) on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named as a nominee to the

Specimen Class A Common Stock Certificate

Exhibit 4.2 NUMBER NUMBER C SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP CRUCIBLE ACQUISITION CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK OF THE PAR VALUE OF $0.0001 EACH OF CRUCIBLE ACQUISITION CORPORATION (THE “COMPANY”) transferable on the books of the C

Form of Audit Committee Charter

Exhibit 99.1 CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF CRUCIBLE ACQUISITION CORPORATION EFFECTIVE AS OF [●], 2021 I. PURPOSE OF THE COMMITTEE The purpose of the Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of Crucible Acquisition Corporation (the “Company”) is to provide assistance to the Board in fulfilling its legal and fiduciary obligations with re

Power of Attorney (included on signature page to the initial filing of this Registration Statement)

S-1 1 fs12020crucibleacquisition.htm REGISTRATION STATEMENT As filed with the U.S. Securities and Exchange Commission on December 18, 2020. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Crucible Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 6770

CRUCIBLE ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I

Exhibit 3.3 BYLAWS OF CRUCIBLE ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent in

Form of Code of Ethics and Business Conduct

Exhibit 14 CODE OF ETHICS AND BUSINESS CONDUCT OF CRUCIBLE ACQUISITION CORPORATION 1.

Form of Registration Rights Agreement between the Registrant and certain security holders

Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2020, is made and entered into by and among Crucible Acquisition Corporation, a Delaware corporation (the “Company”), Crucible Foundry I, LLC, a Delaware limited liability company (the “Sponsor”), and the other parties listed on the signature pages hereto and any person or entity who

Form of Letter Agreement among the Registrant and its directors and officers, certain security holders and Foundry Crucible I, LLC

Exhibit 10.2 [●], 2020 Crucible Acquisition Corporation 1050 Walnut St. Ste 210 Boulder, Colorado 80302 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and between Crucible Acquisition Corporation, a Delaware c

Securities Subscription Agreement, dated September 25, 2020, between the Registrant and Foundry Crucible I, LLC

Exhibit 10.5 CRUCIBLE ACQUISITION CORPORATION 1050 Walnut St., Suite 210 Boulder, Colorado 80503 Foundry Crucible I, LLC September 25, 2020 1050 Walnut St., Suite 210 Boulder, Colorado 80503 RE: Securities Subscription Agreement Ladies and Gentlemen: Crucible Acquisition Corporation, a Delaware corporation (the “Company”), is pleased to accept the offer Foundry Crucible I, LLC, a Delaware limited

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DRS 1 filename1.htm As submitted confidentially with the U.S. Securities and Exchange Commission on October 2, 2020. This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATIO