EDTX / EdtechX Holdings Acquisition Corp II - Class A - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

EdtechX Holdings Acquisition Corp II - Class A
US ˙ NASDAQ ˙ US28138X1037
DENNA SYMBOL ÄR INTE LÄNGRE AKTIV

Grundläggande statistik
LEI 549300X3RGJ7K5H58M12
CIK 1817153
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 EdtechX Holdings Acquisition Corp II - Class A
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
September 5, 2023 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15

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 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39792 EdtechX Holdings Acquisition Corp. II (Exact name of registrant a

August 31, 2023 8-K

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): August 30, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Nu

August 31, 2023 EX-99.1

EdtechX Holdings Acquisition Corp. II Announces Process and Timing of Liquidating Trust Account

Exhibit 99.1 EdtechX Holdings Acquisition Corp. II Announces Process and Timing of Liquidating Trust Account London, England, August 30 2023 (GLOBE NEWSWIRE) – As previously disclosed, EdtechX Holdings Acquisition Corp. II (“EdtechX” or the “Company”) has commenced the process of liquidating the Company’s trust account established in connection with its initial public offering and redeeming the Co

August 16, 2023 8-K

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): August 16, 2023 EDTECHX HOLDINGS

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): August 16, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Nu

June 27, 2023 8-K

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 21, 2023 EDTECHX HOLDINGS AC

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 21, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numb

June 14, 2023 EX-3.1

THIRD AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law

Exhibit 3.1 THIRD AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law The undersigned, being a duly authorized officer of EDTECHX HOLDINGS ACQUISITION CORP. II (the “Corporation”), a corporation existing under the laws of the State of Delaware, does hereby certify as follows: 1.

June 14, 2023 425

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 13, 2023 EDTECHX HOLDINGS AC

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 13, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numb

June 14, 2023 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): June 13, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numb

June 14, 2023 EX-3.1

THIRD AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law

Exhibit 3.1 THIRD AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law The undersigned, being a duly authorized officer of EDTECHX HOLDINGS ACQUISITION CORP. II (the “Corporation”), a corporation existing under the laws of the State of Delaware, does hereby certify as follows: 1.

June 6, 2023 8-K

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 6, 2023 EDTECHX HOLDINGS ACQ

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 6, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 31, 2023 8-K

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 26, 2023 EDTECHX HOLDINGS ACQ

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 26, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EdtechX Holdings Acquisition Corp. II (Exac

May 22, 2023 DEF 14A

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

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

May 15, 2023 NT 10-Q

Read Instructions (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 FORM 12b-25 Expires: April 30, 2025 Estimated average burden Hours per form 2.50 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39792 CUSIP NUMBER 28139A102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ T

May 11, 2023 PRE 14A

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

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

March 14, 2023 10-Q

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EdtechX Holdings Acquisition Corp. II (E

March 10, 2023 EX-99.1

EDTECHX HOLDINGS ACQUISTION CORP. II RECEIVES NASDAQ NOTIFICATION OF NON- COMPLIANCE WITH LISTING RULES

Exhibit 99.1 EDTECHX HOLDINGS ACQUISTION CORP. II RECEIVES NASDAQ NOTIFICATION OF NON- COMPLIANCE WITH LISTING RULES LONDON, England, March 10, 2023 (GLOBE NEWSWIRE) - EdtechX Holdings Acquisition Corp. II (NASDAQ: EDTX) (“EdtechX” or the “Company”), a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar busi

March 10, 2023 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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): March 8, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numb

March 9, 2023 8-K

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): March 9, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction of Incorporation) (Co

March 9, 2023 EX-99.1

Private & Confidential Investor Presentation – update to zSpace Financial Information March 2023 2 Disclaimer This Presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purpos es only to ass

Exhibit 99.1 Private & Confidential Investor Presentation – update to zSpace Financial Information March 2023 2 Disclaimer This Presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purpos es only to assist prospective purchasers in a private placement in making their own evaluation with respect to the proposed business combination (the “

March 9, 2023 EX-99.1

Private & Confidential Investor Presentation – update to zSpace Financial Information March 2023 2 Disclaimer This Presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purpos es only to ass

Exhibit 99.1 Private & Confidential Investor Presentation – update to zSpace Financial Information March 2023 2 Disclaimer This Presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purpos es only to assist prospective purchasers in a private placement in making their own evaluation with respect to the proposed business combination (the “

March 9, 2023 425

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): March 9, 2023 EDTECHX HOLDINGS AC

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): March 9, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction of Incorporation) (Co

February 14, 2023 NT 10-Q

Read Instructions (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 FORM 12b-25 Expires: April 30, 2025 Estimated average burden Hours per form 2.50 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39792 CUSIP NUMBER 28139A102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022

February 14, 2023 SC 13G/A

EdtechX Holdings Acquisition Corp. II / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 28139A102 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statem

February 10, 2023 SC 13G/A

EdtechX Holdings Acquisition Corp. II / BASSO CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment

SC 13G/A 1 brhc10046569sc13ga.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. 2)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A102 (CUSIP Number) December 31, 2022 (Date of Event which Requires Fi

February 7, 2023 SC 13G/A

EdtechX Holdings Acquisition Corp. II / Hudson Bay Capital Management LP - EDTX 13GA Passive Investment

SC 13G/A 1 edtx13ga.htm EDTX 13GA SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statemen

January 31, 2023 SC 13G/A

EdtechX Holdings Acquisition Corp. II / Feis Lawrence Michael - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 lfsc13gz.htm SCHEDULE 13G/A OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. 1 )* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A common stock, par value $ 0.0001 (T

January 20, 2023 8-K

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): January 20, 2023 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File N

January 6, 2023 DEF 14A

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

DEF 14A 1 def14a0123edtechxholdings2.htm PROXY STATEMENT 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 (a

January 6, 2023 8-K

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): January 3, 2023 (July 5, 2022) EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Com

December 16, 2022 EX-3.1

Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 SECOND AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law The undersigned, being a duly authorized officer of EDTECHX HOLDINGS ACQUISITION CORP. II (the ?Corporation?), a corporation existing under the laws of the State of Delaware, does hereby certify as follows: 1.

December 16, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): December 13, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File

December 16, 2022 425

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): December 13, 2022 EDTECHX HOLDING

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): December 13, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File

December 16, 2022 EX-3.1

Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 SECOND AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law The undersigned, being a duly authorized officer of EDTECHX HOLDINGS ACQUISITION CORP. II (the ?Corporation?), a corporation existing under the laws of the State of Delaware, does hereby certify as follows: 1.

November 21, 2022 DEF 14A

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

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

November 16, 2022 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

November 16, 2022 EX-99.1

Joint Filing Agreement, dated as of November 15, 2022, by and between IBIS Capital Sponsor II LLC, IBIS Capital Sponsor II EdtechX LLC, Benjamin Vedrenne-Cloquet, Charles McIntyre, A1 Capital Advisory Asia Limited, and Anop Chirdkiatisak.

Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13D (as may be amended from time to time, the ?Schedule 13D?) with respect to the Class A Common Stock of EdtechX Holdings Acquisition Corp.

November 16, 2022 SC 13D

EDTX / EdtechX Holdings Acquisition Corp. / IBIS Capital Sponsor II LLC - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.

November 16, 2022 CORRESP

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-4499 (212) 818-8800

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-4499 (212) 818-8800 (212) 818-8881 (212) 818-8638 email address [email protected] November 16, 2022 Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, N.E. Washington, D.C. 20549 Re: EdtechX Holdings Acquisition Corp. II Preliminary Proxy Statement

November 14, 2022 10-Q

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EdtechX Holdings Acquisition Corp. II (

November 1, 2022 PRE 14A

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

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

September 28, 2022 EX-21

List of Subsidiaries

Exhibit 21 List of Subsidiaries EXHAC Merger Sub I, Inc. ? Incorporated in Delaware EXHAC Merger Sub II, LLC ? Formed in Delaware

September 28, 2022 EX-10.15

Amendment No. 1 to Sponsor Earnout Escrow Agreement.

Exhibit 10.15 AMENDMENT NO. 1 TO SPONSOR EARNOUT ESCROW AGREEMENT AMENDMENT NO. 1, made this 23rd day of June 2022 (?Amendment?), to the SPONSOR EARNOUT ESCROW AGREEMENT, dated as of May 16, 2022 (?Agreement?), by and among EdtechX Holdings Acquisition Corp. II, a Delaware corporation (together with its successors, ?Parent?), IBIS Capital Sponsor II LLC, IBIS Capital Sponsor II EdtechX LLC and A1

September 28, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

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 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 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant

September 13, 2022 425

Filed by EdtechX Holdings Acquisition Corp. II

425 1 ea165284-425edtechx2.htm FORM 425 Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) EXPLANATORY NOTE The following is an interview appearing in GP. Bullhound’s education rep

August 12, 2022 425

Filed by EdtechX Holdings Acquisition Corp. II

425 1 ea164267-425edtechx2.htm FORM 425 Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) EXPLANATORY NOTE The following is a transcript for an interview of the Chief Executive Of

August 11, 2022 EX-99.1

Pr i v a t e & C o n f i d e n t i a l Investor Presentation A u g u s t 202 2 Disclaimer 2 This Presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purposes only to assist prospective pur

Exhibit 99.1 Pr i v a t e & C o n f i d e n t i a l Investor Presentation A u g u s t 202 2 Disclaimer 2 This Presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purposes only to assist prospective purchasers in a private placement in making their own evaluation with respect to the proposed business combination (the “Business Combinatio

August 11, 2022 EX-99.1

Pr i v a t e & C o n f i d e n t i a l Investor Presentation A u g u s t 202 2 Disclaimer 2 This Presentation (together with oral statements made in connection herewith, the “Presentation”) is for informational purposes only to assist prospective pur

Exhibit 99.1 Pr i v a t e & C o n f i d e n t i a l Investor Presentation A u g u s t 202 2 Disclaimer 2 This Presentation (together with oral statements made in connection herewith, the ?Presentation?) is for informational purposes only to assist prospective purchasers in a private placement in making their own evaluation with respect to the proposed business combination (the ?Business Combinatio

August 11, 2022 425

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): August 10, 2022 EDTECHX HOLDINGS

425 1 ea164162-8k425edtechx2.htm 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): August 10, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936

August 11, 2022 8-K

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): August 10, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Nu

August 10, 2022 425

EdtechX Holdings Acquisition Corp. II and zSpace to Present at the Oppenheimer 25th Annual Technology, Internet & Communications Conference

Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) EdtechX Holdings Acquisition Corp. II and zSpace to Present at the Oppenheimer 25th Annual Technology, Internet & Communications

July 20, 2022 SC 13G

EdtechX Holdings Acquisition Corp. II / Saba Capital Management, L.P. - FORM 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. )* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 28139A102 (CUSIP Number) July 3, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

July 6, 2022 8-K

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): July 5, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

June 24, 2022 SC 13G

EdtechX Holdings Acquisition Corp. II / Feis Lawrence Michael - SCHEDULE 13G Passive Investment

SC 13G 1 lfsc13g.htm SCHEDULE 13G OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number:3235-0145 Expires:Febuary 28, 2009 Estimated average burden hours per response ....10.4 SCHEDULE 13G Under the Securities and Exchange Act of 1934 (Amendment No. )* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A common stock, par value $ 0.0001 (Title of

June 8, 2022 425

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 8, 2022 EDTECHX HOLDINGS ACQ

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 8, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

June 8, 2022 EX-99.1

Investor Presentation.

Exhibit 99.1

June 8, 2022 EX-99.1

Investor Presentation.

Exhibit 99.1

June 8, 2022 8-K

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): June 8, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

June 3, 2022 425

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 2, 2022 EDTECHX HOLDINGS ACQ

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 2, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

June 3, 2022 EX-3.1

Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law The undersigned, being a duly authorized officer of EDTECHX HOLDINGS ACQUISITION CORP. II (the “Corporation”), a corporation existing under the laws of the State of Delaware, does hereby certify as follows: 1. The na

June 3, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): June 2, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

June 3, 2022 EX-10.1

Promissory Note.

Exhibit 10.1 PROMISSORY NOTE June 3, 2022 $76,041.21 EdtechX Holdings Acquisition Corp. II (?Maker?) promises to pay to the order of IBIS Capital Limited or its successors or assigns (?Payee?) the principal sum of Seventy Six Thousand Forty One dollars and Twenty One Cents ($76,041.21) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The p

June 3, 2022 EX-10.1

Promissory Note.

Exhibit 10.1 PROMISSORY NOTE June 3, 2022 $76,041.21 EdtechX Holdings Acquisition Corp. II (?Maker?) promises to pay to the order of IBIS Capital Limited or its successors or assigns (?Payee?) the principal sum of Seventy Six Thousand Forty One dollars and Twenty One Cents ($76,041.21) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The p

June 3, 2022 EX-3.1

Amendment to Amended and Restated Certificate of Incorporation.

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 242 of the Delaware General Corporation Law The undersigned, being a duly authorized officer of EDTECHX HOLDINGS ACQUISITION CORP. II (the ?Corporation?), a corporation existing under the laws of the State of Delaware, does hereby certify as follows: 1. The na

May 26, 2022 8-K

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): May 26, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 26, 2022 425

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 26, 2022 EDTECHX HOLDINGS ACQ

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 26, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 25, 2022 8-K

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): May 25, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 25, 2022 EX-99.1

Video Transcript: Who is zSpace? (see video: https://www.youtube.com/watch?v=B_Avf8glEDA)

Exhibit 99.1 Video Transcript: Who is zSpace? (see video: https://www.youtube.com/watch?v=BAvf8glEDA) ? The computing experience has been unchanged since the introduction of the mouse and touchscreen in the 1980s. ? This created an inherent limitation ? the screen can be a BARRIER to content, discouraging engagement and hampering creativity and learning. ? zSpace was founded to eliminate that barr

May 25, 2022 EX-99.1

Video Transcript: Who is zSpace? (see video: https://www.youtube.com/watch?v=B_Avf8glEDA)

Exhibit 99.1 Video Transcript: Who is zSpace? (see video: https://www.youtube.com/watch?v=BAvf8glEDA) ? The computing experience has been unchanged since the introduction of the mouse and touchscreen in the 1980s. ? This created an inherent limitation ? the screen can be a BARRIER to content, discouraging engagement and hampering creativity and learning. ? zSpace was founded to eliminate that barr

May 25, 2022 425

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 25, 2022 EDTECHX HOLDINGS ACQ

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 25, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 20, 2022 DEFA14A

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. )

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 14a-6(e)(2)) ☐ Defin

May 18, 2022 425

Social Media Posts

Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) Social Media Posts @zSpace Twitter Facebook LinkedIn Disclaimers: Forward-Looking Statements This communication contains certain

May 17, 2022 EX-10.6

Sponsor Earnout Escrow Agreement.

EX-10.6 8 ea160026ex10-6edtechxhold2.htm SPONSOR EARNOUT ESCROW AGREEMENT Exhibit 10.6 SPONSOR EARNOUT ESCROW AGREEMENT This SPONSOR EARNOUT ESCROW AGREEMENT, dated as of MAy 16, 2022 (“Agreement”), by and among EdtechX Holdings Acquisition Corp. II, a Delaware corporation (together with its successors, “Parent”), IBIS Capital Sponsor II LLC and IBIS Capital Sponsor II EdtechX LLC and A1 Capital A

May 17, 2022 EX-10.7

Amended and Restated Registration Rights Agreement.

EX-10.7 9 ea160026ex10-7edtechxhold2.htm AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Exhibit 10.7 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and among ZSPACE TECHNOLOGIES, INC. (F/K/A EDTECHX HOLDINGS ACQUISITION CORP. II), EDTECHX SPONSOR GROUP And THE STOCKHOLDERS THAT ARE SIGNATORIES HERETO Dated as of [], 2022 Table of Contents Page Section 1. Certain Definitions 1 Section 2.

May 17, 2022 EX-10.1

Amendment and Conversion Agreement by and between zSpace, Inc. and bSpace Investments Limited.

Exhibit 10.1 ZSPACE, INC. AMENDMENT AND CONVERSION AGREEMENT This Amendment and Conversion Agreement (this “Agreement”) is entered into effective as of May 16, 2022 (the “Effective Date”), by and between zSpace, Inc., a Delaware corporation (the “Company”), and bSpace Investments Limited (“bSpace”). RECITALS A. On December 4, 2020, the parties entered into that certain Amended and Restated Loan an

May 17, 2022 EX-10.6

Sponsor Earnout Escrow Agreement.

Exhibit 10.6 SPONSOR EARNOUT ESCROW AGREEMENT This SPONSOR EARNOUT ESCROW AGREEMENT, dated as of MAy 16, 2022 (“Agreement”), by and among EdtechX Holdings Acquisition Corp. II, a Delaware corporation (together with its successors, “Parent”), IBIS Capital Sponsor II LLC and IBIS Capital Sponsor II EdtechX LLC and A1 Capital Advisory Asia Limited (collectively, the “Sponsors”), and Continental Stock

May 17, 2022 EX-10.2

Amendment and Conversion Agreement by and between zSpace, Inc. and Kuwait Investment Authority.

Exhibit 10.2 ZSPACE, INC. AMENDMENT AND CONVERSION AGREEMENT This Amendment and Conversion Agreement (this ?Agreement?) is entered into effective as of May 16, 2022 (the ?Effective Date?), by and between zSpace, Inc., a Delaware corporation (the ?Company?), and Kuwait Investment Authority, a Kuwaiti public authority established under Kuwaiti Law No. 47/1982 for the purpose of managing, in the name

May 17, 2022 EX-99.1

zSpace, Inc., a Leading Augmented and Virtual Reality Educational Technology Platform for K-12 and Workforce Development, to Become Publicly Traded Through a Combination with EdtechX Holdings Acquisition Corp. II - zSpace Facilitates Immersive, Innov

Exhibit 99.1 zSpace, Inc., a Leading Augmented and Virtual Reality Educational Technology Platform for K-12 and Workforce Development, to Become Publicly Traded Through a Combination with EdtechX Holdings Acquisition Corp. II - zSpace Facilitates Immersive, Innovative Learning Experiences for Over One Million Students Annually - Currently Serves the Top Ten Largest U.S. School Districts; Positione

May 17, 2022 EX-10.3

Form of Company Stockholder Agreement.

Exhibit 10.3 COMPANY STOCKHOLDER SUPPORT AGREEMENT This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of May 16, 2022 (this ?Agreement?), is entered into by and among the stockholders listed on Exhibit A hereto (each, a ?Stockholder?), zSpace, Inc., a Delaware corporation (the ?Company?), and EdtechX Holdings Acquisition Corp. II, a Delaware corporation (?Parent?). Capitalized terms used but not

May 17, 2022 EX-10.5

Parent Stockholder Support Agreement

Exhibit 10.5 PARENT STOCKHOLDER SUPPORT AGREEMENT This PARENT STOCKHOLDER SUPPORT AGREEMENT, dated as of May 16, 2022 (this ?Agreement?), is entered into by and among the stockholders listed on Exhibit A hereto (each, a ?Stockholder?), zSpace Inc., a Delaware corporation (the ?Company?), and EdtechX Holdings Acquisition Corp. II, a Delaware corporation (?Parent?). Capitalized terms used but not de

May 17, 2022 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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): May 16, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 17, 2022 EX-2.1

Agreement and Plan of Reorganization, dated as of May 16, 2022, by and among EdtechX Holdings Acquisition Corp. II, EXHAC Merger Sub I, Inc., EXHAC Merger Sub II, LLC, and zSpace, Inc.

EX-2.1 2 ea160026ex2-1edtechxhold2.htm AGREEMENT AND PLAN OF REORGANIZATION, DATED AS OF MAY , 2022, BY AND AMONG EDTECHX HOLDINGS ACQUISITION CORP. II, EXHAC MERGER SUB I, INC.,EXHAC MERGER SUB II, LLC, AND ZSPACE, INC Exhibit 2.1 EXECUTION VERSION AGREEMENT and plan of reorganization dated May 16, 2022 by and among zSpace, Inc., EdtechX Holdings Acquisition Corp. II, EXHAC Merger Sub I, Inc. and

May 17, 2022 EX-10.1

Amendment and Conversion Agreement by and between zSpace, Inc. and bSpace Investments Limited.

Exhibit 10.1 ZSPACE, INC. AMENDMENT AND CONVERSION AGREEMENT This Amendment and Conversion Agreement (this ?Agreement?) is entered into effective as of May 16, 2022 (the ?Effective Date?), by and between zSpace, Inc., a Delaware corporation (the ?Company?), and bSpace Investments Limited (?bSpace?). RECITALS A. On December 4, 2020, the parties entered into that certain Amended and Restated Loan an

May 17, 2022 EX-2.1

Agreement and Plan of Reorganization, dated as of May 16, 2022, by and among EdtechX Holdings Acquisition Corp. II, EXHAC Merger Sub I, Inc., EXHAC Merger Sub II, LLC, and zSpace, Inc.

Exhibit 2.1 EXECUTION VERSION AGREEMENT and plan of reorganization dated May 16, 2022 by and among zSpace, Inc., EdtechX Holdings Acquisition Corp. II, EXHAC Merger Sub I, Inc. and EXHAC Merger Sub II, LLC TABLE OF CONTENTS Article I DEFINITIONS 2 1.1 Definitions. 2 1.2 Construction. 15 Article II MERGER 16 2.1 Mergers. 16 2.2 Effective Time 16 2.3 Effect of the Mergers. 16 2.4 U.S. Tax Treatment

May 17, 2022 EX-10.2

Amendment and Conversion Agreement by and between zSpace, Inc. and Kuwait Investment Authority.

Exhibit 10.2 ZSPACE, INC. AMENDMENT AND CONVERSION AGREEMENT This Amendment and Conversion Agreement (this ?Agreement?) is entered into effective as of May 16, 2022 (the ?Effective Date?), by and between zSpace, Inc., a Delaware corporation (the ?Company?), and Kuwait Investment Authority, a Kuwaiti public authority established under Kuwaiti Law No. 47/1982 for the purpose of managing, in the name

May 17, 2022 425

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 16, 2022 EDTECHX HOLDINGS ACQ

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 16, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Numbe

May 17, 2022 EX-99.1

zSpace, Inc., a Leading Augmented and Virtual Reality Educational Technology Platform for K-12 and Workforce Development, to Become Publicly Traded Through a Combination with EdtechX Holdings Acquisition Corp. II - zSpace Facilitates Immersive, Innov

Exhibit 99.1 zSpace, Inc., a Leading Augmented and Virtual Reality Educational Technology Platform for K-12 and Workforce Development, to Become Publicly Traded Through a Combination with EdtechX Holdings Acquisition Corp. II - zSpace Facilitates Immersive, Innovative Learning Experiences for Over One Million Students Annually - Currently Serves the Top Ten Largest U.S. School Districts; Positione

May 17, 2022 EX-10.7

Amended and Restated Registration Rights Agreement.

Exhibit 10.7 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and among ZSPACE TECHNOLOGIES, INC. (F/K/A EDTECHX HOLDINGS ACQUISITION CORP. II), EDTECHX SPONSOR GROUP And THE STOCKHOLDERS THAT ARE SIGNATORIES HERETO Dated as of [], 2022 Table of Contents Page Section 1. Certain Definitions 1 Section 2. Registration Rights. 4 2.1. Demand Registrations. 4 2.2. Piggyback Registrations. 8 2.3. Al

May 17, 2022 EX-10.4

Form of Lock-Up Agreement.

EX-10.4 6 ea160026ex10-4edtechxhold2.htm FORM OF LOCK-UP AGREEMENT Exhibit 10.4 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of May 16, 2022 by and among (i) EdtechX Holdings Acquisition Corp. II, a Delaware corporation (together with its successors, “Parent”), (ii) zSpace, Inc., a Delaware corporation (the “Company”), and (iii) the undersigned Persons (e

May 17, 2022 EX-99.2

Investor Presentation dated May 2022.

Exhibit 99.2

May 17, 2022 425

FAQs for Employees

Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) FAQs for Employees On May 17, zSpace, Inc. (?zSpace?) announced its proposed merger with EdtechX Holdings Acquisition Corp. II (?

May 17, 2022 425

Social Media Posts

425 1 ea160175-425edtechx2.htm 425 Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) Social Media Posts @zSpace Twitter LinkedIn Disclaimers: Forward-Looking Statements This commu

May 17, 2022 EX-10.4

Form of Lock-Up Agreement.

Exhibit 10.4 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this ?Agreement?) is made and entered into as of May 16, 2022 by and among (i) EdtechX Holdings Acquisition Corp. II, a Delaware corporation (together with its successors, ?Parent?), (ii) zSpace, Inc., a Delaware corporation (the ?Company?), and (iii) the undersigned Persons (each, a ?Holder? and collectively, the ?Holders?). WHEREAS, Parent,

May 17, 2022 EX-10.5

Company Stockholder Support Agreement.(incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K, filed with the SEC on May 17, 2022).

Exhibit 10.5 PARENT STOCKHOLDER SUPPORT AGREEMENT This PARENT STOCKHOLDER SUPPORT AGREEMENT, dated as of May 16, 2022 (this ?Agreement?), is entered into by and among the stockholders listed on Exhibit A hereto (each, a ?Stockholder?), zSpace Inc., a Delaware corporation (the ?Company?), and EdtechX Holdings Acquisition Corp. II, a Delaware corporation (?Parent?). Capitalized terms used but not de

May 17, 2022 425

2

Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) CUSTOMER: Dear Valued zSpace Customer, We are thrilled to inform you that zSpace, Inc. and EdtechX Holdings Acquisition Corp. II

May 17, 2022 EX-99.2

Investor Presentation dated May 2022.

Exhibit 99.2

May 17, 2022 EX-10.3

Form of Company Stockholder Agreement.

Exhibit 10.3 COMPANY STOCKHOLDER SUPPORT AGREEMENT This COMPANY STOCKHOLDER SUPPORT AGREEMENT, dated as of May 16, 2022 (this ?Agreement?), is entered into by and among the stockholders listed on Exhibit A hereto (each, a ?Stockholder?), zSpace, Inc., a Delaware corporation (the ?Company?), and EdtechX Holdings Acquisition Corp. II, a Delaware corporation (?Parent?). Capitalized terms used but not

May 17, 2022 425

Page 2 of 8

Filed by EdtechX Holdings Acquisition Corp. II 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: EdtechX Holdings Acquisition Corp. II (Commission File No. 001-39792) EdtechX Holdings Acquisition Corp. II & zSpace ? Business Combination Call Transcript Speakers Benjamin Vedrenne-Cloquet, EdtechX

May 16, 2022 10-Q

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EdtechX Holdings Acquisition Corp. II (Exac

May 10, 2022 SC 13G/A

EdtechX Holdings Acquisition Corp. II / Karpus Management, Inc. - KARPUS INVESTMENT MGT / EDTECHX HOLDINGS ACQ - SCHEDULE 13G/A(#1) Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * EdtechX Holdings Acquisition Corp. II (Name of Issuer) Common (Title of Class of Securities) 28139A102 (CUSIP Number) April 30, 2022 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to whic

May 3, 2022 DEF 14A

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

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

April 25, 2022 PRE 14A

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

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

March 18, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): March 15, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission File Num

March 18, 2022 EX-3.1

Amended and Restated Bylaws

Exhibit 3.1 BY LAWS OF EDTECHX HOLDINGS ACQUISITION CORP. II ARTICLE I OFFICES 1.1 Registered Office. The registered office of EdtechX Holdings Acquisition Corp. II (the ?Corporation?) in the State of Delaware shall be established and maintained at 1013 Centre Road, Suite 403-B, Wilmington, Delaware 19805, County of New Castle and Vcorp Services, LLC shall be the registered agent of the corporatio

March 2, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 28, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission (IRS

February 22, 2022 CORRESP

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 Facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] February 22, 2022 Division of Corporation Finance Office of Real Estate & Construction Securities and Exchange Commission Washington, D.C. 20549 Re: EdtechX Holdings Acquisition Corp. II Form 10-K for the

February 22, 2022 10-Q/A

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EdtechX Holdings Acqu

February 22, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 ☐ TRANSITION REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended 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 EdtechX Holdings Acquisition Corp. II (E

February 22, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registra

February 14, 2022 SC 13G/A

EdtechX Holdings Acquisition Corp. II / CITADEL ADVISORS LLC - EDTECHX HOLDINGS ACQUISITION CORP. II Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2 (Amendment No. 1)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A common stock, par value $0.0001 per share (the ?Shares?) (Title of Class of

February 14, 2022 SC 13G/A

EdtechX Holdings Acquisition Corp II / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 EdtechX Holdings Acquisition Corp II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A201 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

February 14, 2022 SC 13G

EdtechX Holdings Acquisition Corp. II / Karpus Management, Inc. - KARPUS INVESTMENT MGT / EDTECHX HOLDINGS ACQ - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ????) * EdtechX Holdings Acquisition Corp. II (Name of Issuer) Common (Title of Class of Securities) 28139A102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant t

February 14, 2022 8-K

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): February 11, 2022 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission (IRS

February 14, 2022 NT 10-Q

Read Instructions (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL OMB Number:........................ 3235-0058 Expires:....................... February 28, 2022 Estimated average burden Hours per form..................................... 2.50 Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39792 CUSIP NUMBER 28139A102 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K

February 11, 2022 SC 13G/A

EdtechX Holdings Acquisition Corp. II / BASSO CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A102 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropria

February 11, 2022 SC 13G/A

EdtechX Holdings Acquisition Corp. II / Sculptor Capital LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 28139A102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropria

February 10, 2022 SC 13G

EdtechX Holdings Acquisition Corp II / Shaolin Capital Management LLC - SC 13G EDTXU Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A201 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate

February 2, 2022 SC 13G

EdtechX Holdings Acquisition Corp. II / Hudson Bay Capital Management LP - EDTX 13G Passive Investment

SC 13G 1 edtx13g.htm EDTX 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check

November 22, 2021 10-Q

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to EdtechX Holdings Acquisition Corp. II (

November 16, 2021 NT 10-Q

Read Instructions (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

NT 10-Q 1 ea150760-nt10qedtechxhold2.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL OMB Number:........................ 3235-0058 Expires:....................... February 28, 2022 Estimated average burden Hours per form..................................... 2.50 Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39792 CU

October 15, 2021 8-K

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

8-K 1 ea148757-8kedtechxholdings2.htm 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): October 12, 2021 EdtechX Holdings Acquisition Corp. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-21

October 1, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): October 1, 2021 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission (IRS Em

September 28, 2021 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

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 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 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant

September 28, 2021 EX-4.5

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

EX-4.5 2 f10k2021ex4-5edtechx2.htm DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Exhibit 4.5 DESCRIPTION OF REGISTRANT’S SECURITIES The following summary of EdtechX Holdings Acquisition Corp. II’s securities is based on and qualified by the Company’s Amended and Restated Articles of Incorporation (the “Amended and Restated Chart

July 26, 2021 8-K

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): July 22, 2021 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission (IRS Empl

July 26, 2021 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No.1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020

10-Q/A 1 f10q1220a1edtechxholding2.htm AMENDMENT NO.1 TO FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No.1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

July 26, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ☐ TRANSITION REPORT P

10-Q 1 f10q0321edtechxholding2.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

June 28, 2021 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A common stock of EdtechX Holdings Acquisition Corp. II, a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on b

June 28, 2021 SC 13G

28139A102 / EdtechX Holdings Acquisition Corp. II / CITADEL ADVISORS LLC - EDTECHX HOLDINGS ACQUISITION CORP. II Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. )* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 2813

May 28, 2021 EX-99.1

EdTechX HoldinGs acquistion corp. ii RECEIVES NASDAQ NOTIFICATION OF NON-COMPLIANCE WITH LISTING RULES

EX-99.1 2 ea141831ex99-1edtechxhold2.htm PRESS RELEASE DATED MAY 28, 2021 Exhibit 99.1 EdTechX HoldinGs acquistion corp. ii RECEIVES NASDAQ NOTIFICATION OF NON-COMPLIANCE WITH LISTING RULES LONDON, England – May 28, 2021 - EdtechX Holdings Acquisition Corp. II (NASDAQ: EDTX) ("EdTechX" or the "Company"), a blank check company formed for the purpose of effecting a merger, share exchange, asset acqu

May 28, 2021 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

8-K 1 ea141831-8kedtechxhold2.htm 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): May 26, 2021 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (S

May 17, 2021 NT 10-Q

Read Instructions (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL OMB Number:........................ 3235-0058 Expires:....................... February 28, 2022 Estimated average burden Hours per form..................................... 2.50 Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39792 CUSIP NUMBER 28139A102 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K

February 22, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* (Name of Issuer) EdtechX Holdings Acquisition Corp. II (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* (Name of Issuer) EdtechX Holdings Acquisition Corp. II (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 28139A102** (CUSIP Number) February 17, 2021 (Date of Event Which Requires Filing of this St

February 16, 2021 10-Q

Quarterly Report - QUARTERLY REPORT

10-Q 1 f10q1220edtechxhold2.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

February 16, 2021 SC 13G/A

December 31, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) Under the Securities Exchange Act of 1934 (Amendment No. 1)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 28139A201** (CUSIP Number) December 31, 2020 Date of Event Which Requires Filing of the Statement Che

February 16, 2021 SC 13G

EdtechX Holdings Acquisition Corp II

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 EdtechX Holdings Acquisition Corp II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A201 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu

February 16, 2021 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 tm214737d27ex99-1.htm EXHIBIT 99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G/A filed herewith (and any amendments thereto), relating to the Class A common stock of EdtechX Holdings Acquisition Corp. II, a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Se

February 12, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (

SC 13G 1 efc20-912sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A201** (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of

February 5, 2021 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)* (Name of Issuer) EdtechX Holdings Acquisition Corp. II (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE

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)* (Name of Issuer) EdtechX Holdings Acquisition Corp. II (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 28139A102** (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this St

December 28, 2020 SC 13G

4.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G*/ (Rule 13d-102) EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common stock, par value $0.0001 per share (Title of Class of Securities) 28139A201** (CUSIP Number) December 15, 2020 Date of Event Which Requires Filing of the Statement Check the appropriate box to designate the rule pursuant to whic

December 28, 2020 EX-99.1

JOINT FILING AGREEMENT

EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the Statement on Schedule 13G filed herewith (and any amendments thereto), relating to the Class A common stock of EdtechX Holdings Acquisition Corp. II, a Delaware corporation, is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(c) under the Securities Exchange Act of 1934, as amended, on b

December 21, 2020 EX-99.3

EDTECHX HOLDINGS ACQUISITION CORP. II ANNOUNCES CLOSING OF FULL OVER-ALLOTMENT OPTION

Exhibit 99.3 EDTECHX HOLDINGS ACQUISITION CORP. II ANNOUNCES CLOSING OF FULL OVER-ALLOTMENT OPTION London, UK, Dec. 18, 2020 – EdtechX Holdings Acquisition Corp. II (Nasdaq: EDTXU) (the “Company”) announced today that it has consummated the sale of the full 1,500,000 units subject to the over-allotment option granted to the underwriters in connection with its initial public offering. The additiona

December 21, 2020 EX-99.2

EDTECHX HOLDINGS ACQUISITION CORP. II ANNOUNCES CLOSING OF $100 MILLION INITIAL PUBLIC OFFERING

EX-99.2 3 ea131945ex99-2edtechxhold2.htm PRESS RELEASE ANNOUNCING CLOSING OF IPO Exhibit 99.2 EDTECHX HOLDINGS ACQUISITION CORP. II ANNOUNCES CLOSING OF $100 MILLION INITIAL PUBLIC OFFERING London, UK, Dec. 15, 2020 – EdtechX Holdings Acquisition Corp. II (Nasdaq: EDTXU) (the “Company”) announced today that it has consummated its initial public offering of 10,000,000 units at $10.00 per unit, gene

December 21, 2020 8-K

Unregistered Sales of Equity Securities, 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): December 15, 2020 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission (IRS

December 21, 2020 EX-99.1

EDTECHX HOLDINGS ACQUISITION CORP. II

Exhibit 99.1 EDTECHX HOLDINGS ACQUISITION CORP. II Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of December 15, 2020 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 EdtechX Holdings Acquisition Corp. II Opinion on the Financial Statements We have audited the accompanying b

December 18, 2020 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* (Name of Issuer) EdtechX Holdings Acquisition Corp. II (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* (Name of Issuer) EdtechX Holdings Acquisition Corp. II (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 28139A102** (CUSIP Number) December 11, 2020 (Date of Event Which Requires Filing of this State

December 16, 2020 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* EdtechX Holdings Acquisition Corp. II (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 28139A201** (CUSIP Number) December 11, 2020 (Date of Event which Requires Filing of this Statement) Check the appropria

December 15, 2020 EX-1.1

Underwriting Agreement between the Company and Jefferies LLC, as representative of the underwriters.

Exhibit 1.1 EDTECHX HOLDINGS ACQUISITION CORP. II UNDERWRITING AGREEMENT December 10, 2020 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (thi

December 15, 2020 EX-4.1

Warrant Agreement between the Registrant and Continental Stock Transfer & Trust Company, dated December 10, 2020 (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on December 15, 2020).

Exhibit 4.1 WARRANT AGREEMENT This WARRANT AGREEMENT (this “agreement”) is made as of December 10, 2020 by and between EdtechX Holdings Acquisition Corp. II, a Delaware corporation, with offices at c/o IBIS Capital Limited, 22 Soho Square, London W1D 4NS United Kingdom (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New

December 15, 2020 EX-10.3

Administrative Services Agreement between the Registrant and IBIS Capital Limited dated December 10, 2020 (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K, filed with the SEC on December 15, 2020).

Exhibit 10.3 EdtechX Holdings Acquisition Corp. II c/o IBIS Capital Limited 22 Soho Square London, 1WD 4NS United Kingdom December 10, 2020 IBIS Capital Limited 22 Soho Square London, 1WD 4NS United Kingdom Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the i

December 15, 2020 EX-3.1

Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on December 15, 2020).

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 245 of the Delaware General Corporation Law EdtechX Holdings Acquisition Corp. II, a corporation organized and 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 “

December 15, 2020 EX-10.2

Registration Rights Agreement between the Registrant and certain security holders, dated December 10, 2020 (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed with the SEC on December 15, 2020).

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 10th day of December, 2020, by and among EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”) and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”). WHEREAS, the Investor

December 15, 2020 EX-10.4

Letter Agreement between the Registrant, IBIS Capital Sponsor II EdtechX LLC, EdtechX Holdings Acquisition Corp. II and MIHI LLC, dated as of December 10, 2020 (incorporated by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K, filed on December 15, 2020).

Exhibit 10.4 THIS LETTER AGREEMENT (this “Agreement”), is dated as of December 10, 2020, by and among IBIS CAPITAL SPONSOR II EDTECHX LLC (the “Sponsor”), EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”), and MIHI LLC (“MIHI”), an affiliate of Macquarie Capital (USA) Inc. WHEREAS, the Company is registering on a registration statement on Form S-1 (the “Registration Sta

December 15, 2020 EX-10.1

Investment Management Trust Agreement between the Registrant and Continental Stock Transfer & Trust Company dated December 10, 2020 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed with the SEC on December 15, 2020).

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made as of December 10, 2020 by and between EdtechX Holdings Acquisition Corp. II, 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. 333-24

December 15, 2020 EX-10.5

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K, filed with the SEC on December 15, 2020).

EX-10.5 9 ea131546ex10-5edtechxhold2.htm FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.5 INDEMNIFICATION AGREEMENT This Agreement is made and entered into effective as of the 10th day of December, 2020 (“Agreement”), by and between EdtechX Holdings Acquisition Corp. II, a Delaware corporation (“Company”), and the undersigned (“Indemnitee”). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 an

December 15, 2020 EX-99.1

EDTECHX HOLDINGS ACQUISITION CORP. II ANNOUNCES PRICING OF $100 MILLION INITIAL PUBLIC OFFERING

Exhibit 99.1 EDTECHX HOLDINGS ACQUISITION CORP. II ANNOUNCES PRICING OF $100 MILLION INITIAL PUBLIC OFFERING London, UK, Dec. 10, 2020 (GLOBE NEWSWIRE) - EdtechX Holdings Acquisition Corp. II (Nasdaq: EDTXU) (the “Company”) announced today that it priced its initial public offering of 10,000,000 units at $10.00 per unit. The units will commence trading tomorrow, December 11, 2020, on The Nasdaq Ca

December 15, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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): December 10, 2020 EDTECHX HOLDINGS ACQUISITION CORP. II (Exact Name of Registrant as Specified in Charter) Delaware 001-39792 85-2190936 (State or Other Jurisdiction (Commission (IRS

December 11, 2020 424B4

$100,000,000 EdtechX Holdings Acquisition Corp. II 10,000,000 Units

Filed Pursuant to Rule 424(b)(4) Registration No. 333-249098 PROSPECTUS $100,000,000 EdtechX Holdings Acquisition Corp. II 10,000,000 Units EdtechX Holdings Acquisition Corp. II is a blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination, which we refer to herein as our initial busi

December 10, 2020 8-A12B

U.S. 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 EdtechX Holdings Acquisition Corp. II (Exact Name of R

U.S. 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 EdtechX Holdings Acquisition Corp. II (Exact Name of Registrant as Specified in Its Charter) Delaware 85-2190936 (State or other jurisdiction of Incorporation or Organization) (I.R.S. Employer Identificat

December 8, 2020 CORRESP

EdtechX Holdings Acquisition Corp. II c/o IBIS Capital Limited 22 Soho Square London, W1D 4NS United Kingdom December 8, 2020

EdtechX Holdings Acquisition Corp. II c/o IBIS Capital Limited 22 Soho Square London, W1D 4NS United Kingdom December 8, 2020 VIA EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: EdtechX Holdings Acquisition Corp. II Registration Statement on Form S-1 File No. 333-249098 Ladies and Gentlemen: EdtechX Holdings Acquisition Corp. II (the ?Company?) hereby request

December 8, 2020 CORRESP

* * * [Signature Page Follows]

CORRESP 1 filename1.htm December 8, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: EdtechX Holdings Acquisition Corp. II Registration Statement on Form S-1 Filed September 28, 2020, as amended File No. 333-249098 Dear Sir or Madam: Pursuant to Rule 461 of the General Rules and Regulations under the Secur

December 7, 2020 EX-1.1

Form of Underwriting Agreement

Exhibit 1.1 EDTECHX HOLDINGS ACQUISITION CORP. II UNDERWRITING AGREEMENT December [●], 2020 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (th

December 7, 2020 EX-10.8

Letter Agreement between the Registrant, IBIS Capital Sponsor II EdtechX LLC and MIHI LLC

EX-10.8 8 fs12020a3ex10-8edtechx.htm LETTER AGREEMENT BETWEEN THE REGISTRANT, IBIS CAPITAL SPONSOR II EDTECHX LLC AND MIHI LLC Exhibit 10.8 THIS LETTER AGREEMENT (this “Agreement”), is dated as of December [●], 2020, by and among IBIS CAPITAL SPONSOR II EDTECHX LLC (the “Sponsor”), EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”), and MIHI LLC (“MIHI”), an affiliate of

December 7, 2020 EX-4.4

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

Exhibit 4.4 WARRANT AGREEMENT This WARRANT AGREEMENT (this “agreement”) is made as of [DATE], 2020 by and between EdtechX Holdings Acquisition Corp. II, a Delaware corporation, with offices at c/o IBIS Capital Limited, 22 Soho Square, London W1D 4NS United Kingdom (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York

December 7, 2020 EX-10.9

Form of Private Warrants Purchase Agreement with Underwriters (incorporated by reference to Exhibit 10.9 to Amendment No. 3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-249098) filed on December 7, 2020).

Exhibit 10.9 As of , 2020 Ladies and Gentlemen: EdtechX Holdings Acquisition Corp. II (“Corporation”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). In the event that th

December 7, 2020 EX-10.3

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

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made as of [DATE], 2020 by and between EdtechX Holdings Acquisition Corp. II, 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. 333-249098

December 7, 2020 S-1/A

- AMENDMENT NO. 3 TO FORM S-1

As filed with the Securities and Exchange Commission on December 7, 2020 Registration No.

December 7, 2020 EX-3.2

Form of Amended and Restated Certificate of Incorporation

EX-3.2 3 fs12020a3ex3-2edtechx.htm FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 245 of the Delaware General Corporation Law EdtechX Holdings Acquisition Corp. II, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), by

December 7, 2020 EX-10.1

Form of Letter Agreement between the Registrant and each of the Company’s Sponsors, officers and directors (incorporated by reference to Exhibit 10.1 to Amendment No. 3 to the Registrant’s Registration Statement on Form S-1 (File No. 333-249098) filed on December 7, 2020).

Exhibit 10.1 [DATE], 2020 EdtechX Holdings Acquisition Corp. II c/o IBIS Capital Limited 22 Soho Square London, W1D 4NS United Kingdom Jefferies LLC 520 Madison Avenue, 2nd Floor New York, New York 10022 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”) enter

October 8, 2020 S-1/A

- AMENDMENT NO. 2 TO FORM S-1

As filed with the Securities and Exchange Commission on October 8, 2020 Registration No.

October 8, 2020 EX-4.4

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

Exhibit 4.4 WARRANT AGREEMENT This WARRANT AGREEMENT (this “agreement”) is made as of [DATE], 2020 by and between EdtechX Holdings Acquisition Corp. II, a Delaware corporation, with offices at c/o IBIS Capital Limited, 22 Soho Square, London W1D 4NS United Kingdom (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York

October 6, 2020 CORRESP

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800

CORRESP 1 filename1.htm Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 Facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] October 6, 2020 Division of Corporation Finance Office of Energy & Transportation Securities and Exchange Commission Washington, D.C. 20549 Re: EdtechX Holdings Acquisition Corp. II

October 6, 2020 EX-4.4

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

Exhibit 4.4 WARRANT AGREEMENT This WARRANT AGREEMENT (this “agreement”) is made as of [DATE], 2020 by and between EdtechX Holdings Acquisition Corp. II, a Delaware corporation, with offices at c/o IBIS Capital Limited, 22 Soho Square, London W1D 4NS United Kingdom (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York

October 6, 2020 S-1/A

- AMENDMENT NO. 1 TO FORM S-1

As filed with the Securities and Exchange Commission on October 6, 2020 Registration No.

September 28, 2020 EX-3.3

By Laws*

Exhibit 3.3 Adopted as of May 27, 2020 BY LAWS OF EDTECHX HOLDINGS ACQUISITION CORP. II ARTICLE I OFFICES 1.1 Registered Office. The registered office of EdtechX Holdings Acquisition Corp. II (the “Corporation”) in the State of Delaware shall be established and maintained at 1013 Centre Road, Suite 403-B, Wilmington, Delaware 19805, County of New Castle and Vcorp Services, LLC shall be the registe

September 28, 2020 EX-99.2

Form of Compensation Committee Charter*

EX-99.2 22 fs12020ex99-2edtechx.htm FORM OF COMPENSATION COMMITTEE CHARTER Exhibit 99.2 CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF EDTECHX HOLDINGS ACQUISITION CORP. II I. PURPOSES The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of EdtechX Holdings Acquisition Corp. II (the “Company”) for the purposes of, among other things,

September 28, 2020 CORRESP

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800

Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] September 28, 2020 Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Re: EdtechX Holdings Acquisition Corp. II D

September 28, 2020 EX-99.3

Form of Nominating Committee Charter*

Exhibit 99.3 Adopted: , 2020 NOMINATING COMMITTEE CHARTER OF EDTECHX HOLDINGS ACQUISITION CORP. II The responsibilities and powers of the Nominating Committee (the “Nominating Committee”) of the Board of Directors (“Board”) of EdtechX Holdings Acquisition Corp. II (the “Company”), as delegated by the Board, are set forth in this charter. Whenever the Nominating Committee takes an action, it shall

September 28, 2020 S-1

Registration Statement - REGISTRATION STATEMENT

As filed with the Securities and Exchange Commission on September 28, 2020 Registration No.

September 28, 2020 EX-10.1

Form of Letter Agreement among the Registrant and our initial stockholders, officers, directors and sponsors*

Exhibit 10.1 [DATE], 2020 EdtechX Holdings Acquisition Corp. II c/o IBIS Capital Limited 22 Soho Square London, W1D 4NS United Kingdom Jefferies LLC 520 Madison Avenue, 2nd Floor New York, New York 10022 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”) enter

September 28, 2020 EX-10.3

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

Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made as of [DATE], 2020 by and between EdtechX Holdings Acquisition Corp. II, 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- (the “

September 28, 2020 EX-14

Code of Ethics (incorporated by reference to Exhibit 14 to the Registrant’s Registration Statement on Form S-1 (File No. 333-2249098) filed on September 28, 2020).

Exhibit 14 EDTECHX HOLDINGS ACQUISITION CORP. II CODE OF ETHICS 1. Introduction The Board of Directors (the “Board”) of EdtechX Holdings Acquisition Corp. II (the “Company”) has adopted this code of ethics (this “Code”), which is applicable to all directors, officers, and employees (to the extent that employees are hired in the future) (each a “person,” as used herein) of the Company, with the int

September 28, 2020 EX-3.1

Certificate of Incorporation*

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 102 of the Delaware General Corporation Law I, the undersigned, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware (the “GCL”), do hereby certify as follows: FIRST: The name of the corpora

September 28, 2020 EX-10.2

Promissory Note*

Exhibit 10.2 PROMISSORY NOTE $150,000 As of June 30, 2020 EdtechX Holdings Acquisition Corp. II (“Maker”) promises to pay to the order of IBIS Capital Sponsor II LLC or its successors or assigns (“Payee”) the principal sum of One Hundred Fifty Thousand Dollars and No Cents ($150,000) in lawful money of the United States of America, on the terms and conditions described below. 1. Principal. The pri

September 28, 2020 EX-10.4

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

EX-10.4 14 fs12020ex10-4edtechx.htm FORM OF REGISTRATION RIGHTS AGREEMENT BETWEEN THE REGISTRANT AND CERTAIN SECURITY HOLDERS Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [DAY] day of [MONTH], 2020, by and among EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”) and the undersigned parties list

September 28, 2020 EX-10.6

Form of Indemnity Agreement*

EX-10.6 16 fs12020ex10-6edtechx.htm FORM OF INDEMNITY AGREEMENT Exhibit 10.6 INDEMNIFICATION AGREEMENT This Agreement, made and entered into effective as of the day of , 2020 (“Agreement”), by and between EdtechX Holdings Acquisition Corp. II, a Delaware corporation (“Company”), and (“Indemnitee”). WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being

September 28, 2020 EX-4.1

Specimen Unit Certificate*

Exhibit 4.1 NUMBER U- UNITS SEE REVERSE FOR CERTAIN DEFINITIONS EDTECHX HOLDINGS ACQUISITION CORP. II CUSIP 28139A 201 UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-HALF OF ONE REDEEMABLE WARRANT 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 value $0.0001 per share (

September 28, 2020 EX-10.5

Form of Private Placement Warrants Purchase Agreement*

Exhibit 10.5 As of , 2020 Ladies and Gentlemen: EdtechX Holdings Acquisition Corp. II (“Corporation”), a blank check company formed for the purpose of acquiring one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). The undersigned here

September 28, 2020 EX-99.1

Form of Audit Committee Charter*

Exhibit 99.1 Adopted: , 2020 AUDIT COMMITTEE CHARTER OF EDTECHX HOLDINGS ACQUISITION CORP. II Purpose The purposes of the Audit Committee (the “Audit Committee”) of the Board of Directors (“Board”) of EdtechX Holdings Acquisition Corp. II (“Company”) are to assist the Board in monitoring: (1) the integrity of the annual, quarterly, and other financial statements of the Company, (2) the independent

September 28, 2020 EX-4.4

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

Exhibit 4.4 WARRANT AGREEMENT This WARRANT AGREEMENT (this “agreement”) is made as of [DATE], 2020 by and between EdtechX Holdings Acquisition Corp. II, a Delaware corporation, with offices at c/o IBIS Capital Limited, 22 Soho Square, London W1D 4NS United Kingdom (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 1 State Street, New York, New York

September 28, 2020 EX-10.7

Form of Administrative Services Agreement between the Registrant and the sponsors*

Exhibit 10.7 EdtechX Holdings Acquisition Corp. II c/o IBIS Capital Limited 22 Soho Square London, 1WD 4NS United Kingdom , 2020 IBIS Capital Limited 22 Soho Square London, 1WD 4NS United Kingdom Ladies and Gentlemen: This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial publ

September 28, 2020 EX-4.3

Specimen Warrant Certificate*

Exhibit 4.3 NUMBER - (SEE REVERSE SIDE FOR LEGEND) THIS WARRANT WILL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION DATE (DEFINED BELOW) WARRANTS EDTECHX HOLDINGS ACQUISITION CORP. II CUSIP 28139A110 WARRANT THIS CERTIFIES THAT, for value received is the registered holder of a warrant or warrants (the “Warrant(s)”) of EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”),

September 28, 2020 EX-4.2

Specimen Class A Common Stock Certificate*

Exhibit 4.2 NUMBER SHARES C EDTECHX HOLDINGS ACQUISITION CORP. II INCORPORATED UNDER THE LAWS OF DELAWARE CLASS A COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that CUSIP 28139A 102 is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF CLASS A COMMON STOCK OF EDTECHX HOLDINGS ACQUISITION CORP. II (THE “COMPANY”) transferable on the books of the

September 28, 2020 EX-3.2

Form of Amended and Restated Certificate of Incorporation*

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 245 of the Delaware General Corporation Law EdtechX Holdings Acquisition Corp. II, a corporation organized and 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 “

September 28, 2020 EX-1.1

Form of Underwriting Agreement*

Exhibit 1.1 EDTECHX HOLDINGS ACQUISITION CORP. II UNDERWRITING AGREEMENT [], 2020 JEFFERIES LLC As Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (this “Agreem

September 28, 2020 EX-10.8

Letter Agreement between the Registrant, IBIS Capital Sponsor II EdtechX LLC and MIHI LLC*

Exhibit 10.8 THIS LETTER AGREEMENT (this “Agreement”), is dated as of September 28, 2020, by and among IBIS CAPITAL SPONSOR II EDTECHX LLC (the “Sponsor”), EdtechX Holdings Acquisition Corp. II, a Delaware corporation (the “Company”), and MIHI LLC (“MIHI”), an affiliate of Macquarie Capital (USA) Inc. WHEREAS, the Company is registering on a registration statement on Form S-1 (the “Registration St

July 10, 2020 DRS

-

This Draft Registration Statement has not been filed publicly with the Securities and Exchange Commission and all information contained herein remains confidential.

July 10, 2020 EX-3.3

BY LAWS EDTECHX HOLDINGS ACQUISITION CORP. II ARTICLE I OFFICES

EX-3.3 3 filename3.htm Exhibit 3.3 Adopted as of May 27, 2020 BY LAWS OF EDTECHX HOLDINGS ACQUISITION CORP. II ARTICLE I OFFICES 1.1 Registered Office. The registered office of EdtechX Holdings Acquisition Corp. II (the “Corporation”) in the State of Delaware shall be established and maintained at 1013 Centre Road, Suite 403-B, Wilmington, Delaware 19805, County of New Castle and Vcorp Services, L

July 10, 2020 EX-10.2

PROMISSORY NOTE

EX-10.2 4 filename4.htm Exhibit 10.2 PROMISSORY NOTE $150,000 As of June 30, 2020 EdtechX Holdings Acquisition Corp. II (“Maker”) promises to pay to the order of IBIS Capital Sponsor II LLC or its successors or assigns (“Payee”) the principal sum of One Hundred Fifty Thousand Dollars and No Cents ($150,000) in lawful money of the United States of America, on the terms and conditions described belo

July 10, 2020 EX-3.1

CERTIFICATE OF INCORPORATION EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 102 of the Delaware General Corporation Law

Exhibit 3.1 CERTIFICATE OF INCORPORATION OF EDTECHX HOLDINGS ACQUISITION CORP. II Pursuant to Section 102 of the Delaware General Corporation Law I, the undersigned, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware (the “GCL”), do hereby certify as follows: FIRST: The name of the corpora

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista