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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to WinVest Acquisition Corp. - Debt/Equity Composite Units
SEC Filings (Chronological Order)
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| June 1, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2026 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| June 1, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2026 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| May 14, 2026 |
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, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVEST A |
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| May 12, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2026 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| April 15, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2026 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| March 30, 2026 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 245 of the Delaware General Corporation Law WinVest Acquisition Corp., a corporation existing under the laws of the State of Delaware, by its Chief Executive Officer, hereby certifies as follows: 1. The name of the corporation is WinVest Acquisition Corp. (hereinafter called the “Corporat |
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| March 30, 2026 |
Exhibit 19.1 POLICY ON INSIDER TRADING In the course of conducting the business of WinVest Acquisition Corp. (the “Company”), you will come into possession of material information about the Company or other entities that is not available to the investing public (“Material Nonpublic Information”). You have a legal and ethical obligation to maintain the confidentiality of Material Nonpublic Informat |
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| March 30, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-40796 WINVEST ACQUISITION CORP. |
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| March 17, 2026 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| March 17, 2026 |
Exhibit 3.1 Certificate of AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVes |
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| March 17, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17, 2026 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| March 17, 2026 |
TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT WINVEST ACQUISITION CORP. Exhibit 10.2 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 8 (this “Amendment”), dated as of March 16, 2026, to the Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as trustee (the “Trustee”). Al |
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| February 26, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| February 13, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2026 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporatio |
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| February 13, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| February 10, 2026 |
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, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVE |
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| February 4, 2026 |
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, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVEST A |
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| February 4, 2026 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 245 of the Delaware General Corporation Law WinVest Acquisition Corp., a corporation existing under the laws of the State of Delaware, by its Chief Executive Officer, hereby certifies as follows: 1. The name of the corporation is WinVest Acquisition Corp. (hereinafter called the “Corporat |
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| February 4, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVEST AC |
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| January 16, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2026 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| December 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporatio |
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| December 10, 2025 |
Exhibit 10.1 VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made as of December 2, 2025, by and among (i) WinVest Acquisition Corp., a Delaware corporation (“SPAC”), (ii) ) Embed Financial Group Cayman Holdings, an exempted company incorporated and registered in the Cayman Islands (the “Company”), and (iii) the undersigned shareholder (“Holder”) of the Company |
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| December 10, 2025 |
Exhibit 99.1 Embed Financial Group Cayman Holdings to Go Public Through a Business Combination with WinVest Acquisition Corp. (NASDAQ: WINV) ● Embed Financial Group Cayman Holdings (“EFGH” or the “Company”) is a financial internet (“Finternet”) infrastructure services group focused on emerging markets in Africa and Asia. SINGAPORE and NEW YORK, Dec. 3, 2025 /PRNewswire/ — Embed Financial Group Cay |
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| December 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| December 10, 2025 |
Exhibit 10.2 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of December 2, 2025, by and among WinVest Holdings Corp., an exempted company incorporated and registered in the Cayman Islands (“Pubco”) and (ii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Comb |
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| December 10, 2025 |
Exhibit 10.3 AMENDMENT TO LETTER AGREEMENT THIS AMENDMENT TO LETTER AGREEMENT (this “Amendment”) is made and entered into as of December 2, 2025, by and among (i) WinVest Acquisition Corp., a Delaware corporation (the “Company”), (ii) Embed Financial Group Cayman Holdings, an exempted company incorporated and registered in the Cayman Islands (“EFGH”), (iii) WinVest Holdings Corp., an exempted comp |
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| December 10, 2025 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among WINVEST ACQUISITION CORP., as SPAC, WINVEST HOLDINGS CORP., as Pubco, WINVEST MERGER SUB I LIMITED, as Company Merger Sub, WV MERGER SUB II CORP., as SPAC Merger Sub, and EMBED FINANCIAL GROUP CAYMAN HOLDINGS, as the Company Dated as of December 2, 2025 TABLE OF CONTENTS ARTICLE I MERGERS 2 1.1 The Mergers. 2 1.2 Effective Time. 3 1.3 Effect |
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| December 10, 2025 |
Exhibit 10.2 LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of December 2, 2025, by and among WinVest Holdings Corp., an exempted company incorporated and registered in the Cayman Islands (“Pubco”) and (ii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Business Comb |
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| December 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| December 10, 2025 |
Exhibit 99.1 Embed Financial Group Cayman Holdings to Go Public Through a Business Combination with WinVest Acquisition Corp. (NASDAQ: WINV) ● Embed Financial Group Cayman Holdings (“EFGH” or the “Company”) is a financial internet (“Finternet”) infrastructure services group focused on emerging markets in Africa and Asia. SINGAPORE and NEW YORK, Dec. 3, 2025 /PRNewswire/ — Embed Financial Group Cay |
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| December 10, 2025 |
Exhibit 10.3 AMENDMENT TO LETTER AGREEMENT THIS AMENDMENT TO LETTER AGREEMENT (this “Amendment”) is made and entered into as of December 2, 2025, by and among (i) WinVest Acquisition Corp., a Delaware corporation (the “Company”), (ii) Embed Financial Group Cayman Holdings, an exempted company incorporated and registered in the Cayman Islands (“EFGH”), (iii) WinVest Holdings Corp., an exempted comp |
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| December 10, 2025 |
Exhibit 10.1 VOTING AND SUPPORT AGREEMENT This Voting and Support Agreement (this “Agreement”) is made as of December 2, 2025, by and among (i) WinVest Acquisition Corp., a Delaware corporation (“SPAC”), (ii) ) Embed Financial Group Cayman Holdings, an exempted company incorporated and registered in the Cayman Islands (the “Company”), and (iii) the undersigned shareholder (“Holder”) of the Company |
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| December 10, 2025 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among WINVEST ACQUISITION CORP., as SPAC, WINVEST HOLDINGS CORP., as Pubco, WINVEST MERGER SUB I LIMITED, as Company Merger Sub, WV MERGER SUB II CORP., as SPAC Merger Sub, and EMBED FINANCIAL GROUP CAYMAN HOLDINGS, as the Company Dated as of December 2, 2025 TABLE OF CONTENTS ARTICLE I MERGERS 2 1.1 The Mergers. 2 1.2 Effective Time. 3 1.3 Effect |
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| November 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporatio |
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| October 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| October 24, 2025 |
Exhibit 16.1 October 24, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by WinVest Acquisition Corp. under Item 4.01 of its Form 8-K dated October 24, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of WinVest Acquisition Corp |
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| October 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| September 16, 2025 |
Exhibit 3.1 Certificate of AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVes |
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| September 16, 2025 |
TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT WINVEST ACQUISITION CORP. Exhibit 10.2 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 7 (this “Amendment”), dated as of September 16, 2025, to the Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as trustee (the “Trustee”) |
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| September 16, 2025 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| September 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| September 16, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, September 16, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”), a special purpose acquisition company, announced today that at a special meeting of its stockholders held on September 16, 2025, the Company’s stockholders vot |
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| August 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| August 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| August 21, 2025 |
WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders Exhibit 99.1 WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders Cambridge, MA, August 21, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”) announced today that its upcoming special meeting of stockholders (the “Special Meeting”), which was previously scheduled for 11:00 a.m., Eastern Time, on August 22, 2025, has been postponed to a later date. The meeti |
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| August 21, 2025 |
WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders Exhibit 99.1 WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders Cambridge, MA, August 21, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”) announced today that its upcoming special meeting of stockholders (the “Special Meeting”), which was previously scheduled for 11:00 a.m., Eastern Time, on August 22, 2025, has been postponed to a later date. The meeti |
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| August 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| August 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| August 14, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, August 14, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40796 CUSIP Number Units: 97655B 208 Common Stock: 97655B 109 Warrants: 97655B 117 Rights: 97655B 125 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or o |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or o |
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| July 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 16, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| July 14, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, July 14, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the Co |
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| July 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| June 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| June 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| June 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| June 18, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, June 18, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”), a special purpose acquisition company, announced today that at a special meeting of its stockholders held on June 16, 2025, the Company’s stockholders voted in favo |
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| June 18, 2025 |
TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT WINVEST ACQUISITION CORP. Exhibit 10.2 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 5 (this “Amendment”), dated as of June 16, 2025, to the Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as trustee (the “Trustee”). All |
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| June 18, 2025 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| June 18, 2025 |
Exhibit 3.1 Certificate of AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVes |
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| June 18, 2025 |
TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT WINVEST ACQUISITION CORP. Exhibit 10.3 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 6 (this “Amendment”), dated as of June 17, 2025, to the Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as trustee (the “Trustee”). All |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| May 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 20, 2025 |
Exhibit 16.1 |
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| May 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or or |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40796 CUSIP Number Units: 97655B 208 Common Stock: 97655B 109 Warrants: 97655B 117 Rights: 97655B 125 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 14, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| May 14, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, May 14, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the Com |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or org |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or org |
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| May 6, 2025 |
WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders to May 30, 2025 Exhibit 99.1 WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders to May 30, 2025 Cambridge, MA, May 6, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”) announced today that its upcoming special meeting of stockholders (the “Special Meeting”), which was initially scheduled for 11:00 a.m., Eastern Time, on May 15, 2025, has been postponed to 11:00 a.m., Eas |
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| May 6, 2025 |
WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders to May 30, 2025 Exhibit 99.1 WinVest Acquisition Corp. Announces Postponement of Special Meeting of Stockholders to May 30, 2025 Cambridge, MA, May 6, 2025 — WinVest Acquisition Corp. (OTC: WINV, the “Company”) announced today that its upcoming special meeting of stockholders (the “Special Meeting”), which was initially scheduled for 11:00 a.m., Eastern Time, on May 15, 2025, has been postponed to 11:00 a.m., Eas |
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| April 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| April 14, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, April 14, 2025 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to th |
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| April 14, 2025 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| April 2, 2025 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-285721 PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS OF WINVEST ACQUISITION CORP. AND PROSPECTUS FOR ORDINARY SHARES AND WARRANTS OF WINVEST (BVI) LTD. Proxy Statement/Prospectus dated April 2, 2025 and first mailed to the stockholders of WinVest Acquisition Corp. on or about April 3, 2025 YOUR VOTE IS VERY IMPORTANT Dear WinVest Acquisit |
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| March 31, 2025 |
Exhibit 21.1 Xtribe PLC and Subsidiaries Xtribe PLC (a public limited company incorporated and registered in England and Wales with number 07878011) ● Xtribe USA Corp. (Delaware) ○ X-Solution S.R.L. (a/ka “ Xtribe Italy”) (an Italian company) ● Xtribe (BVI) Ltd. (a British Virgin Islands business company registered with company number 2157137) |
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| March 31, 2025 |
Exhibit 10.25 SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Subscription Agreement”) is being entered into as of March 28, 2025, by and between Xtribe (BVI) Ltd., a British Virgin Islands business company registered with company number 2157137 (the “Issuer” or the “Company”) and the undersigned subscriber (the “Investor”), in connection with that certain Amended and Restated Business C |
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| March 31, 2025 |
March 31, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F. Street, N.E. Washington, D.C. 20549 Attention: Ta Tanisha Meadows, Rufus Decker, Kate Beukenkamp and Taylor Beech RE: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Amendment No. 1 to Registration Statement on Form F-4 SEC File No. 333-285721 (the “Regi |
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| March 31, 2025 |
Exhibit 99.7 PRELIMINARY PROXY CARD SUBJECT TO COMPLETION WinVest Acquisition Corp. 125 Cambridgepark Drive, Suite 301 Cambridge, MA 02140 SPECIAL MEETING OF STOCKHOLDERS OF WINVEST ACQUISITION CORP. YOUR VOTE IS IMPORTANT THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS FOR THE SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON , 2025. The undersigned, revoking any previous proxies relating to these |
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| March 31, 2025 |
Consent to Reference in Proxy Statement/Prospectus Exhibit 99.3 March 27, 2025 WinVest (BVI) Ltd. Clarence Thomas Building P.O. Box 4649, Road Town Tortola British Virgin Island Consent to Reference in Proxy Statement/Prospectus Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to the references to my name in the Registration Statement on Form F-4 (the “Registration Statement”) of WinVest (BVI) Ltd. (the “Company” |
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| March 31, 2025 |
Consent to Reference in Proxy Statement/Prospectus Exhibit 99.6 March 27, 2025 WinVest (BVI) Ltd. Clarence Thomas Building P.O. Box 4649, Road Town Tortola British Virgin Island Consent to Reference in Proxy Statement/Prospectus Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to the references to my name in the Registration Statement on Form F-4 (the “Registration Statement”) of WinVest (BVI) Ltd. (the “Company” |
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| March 31, 2025 |
Exhibit 16.1 March 28, 2025 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Ladies and Gentlemen: We have been furnished with a copy of the Registration Statement Form F-4. We agree with the statements made in the section titled, “Change in Accountants,” insofar as they relate to our Firm regarding our former client, Xtribe, P.L.C. and the event that occurred on September 3 |
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| March 31, 2025 |
Registration No. 333-285721 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WINVEST (BVI) LTD. (Exact name of registrant as specified in its charter) British Virgin Islands 6770 N/A (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Cod |
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| March 31, 2025 |
Xtribe (BVI) Ltd. 37-38 Long Acre London X0 WC2E 9JT March 31, 2025 Xtribe (BVI) Ltd. 37-38 Long Acre London X0 WC2E 9JT March 31, 2025 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows, Rufus Decker, Kate Beukenkamp and Taylor Beech Re: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Registration Statement on Form F-4 F |
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| March 31, 2025 |
Consent to Reference in Proxy Statement/Prospectus Exhibit 99.5 March 25, 2025 WinVest (BVI) Ltd. Clarence Thomas Building P.O. Box 4649, Road Town Tortola British Virgin Island Consent to Reference in Proxy Statement/Prospectus Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to the references to my name in the Registration Statement on Form F-4 (the “Registration Statement”) of WinVest (BVI) Ltd. (the “Company” |
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| March 31, 2025 |
Consent to Reference in Proxy Statement/Prospectus Exhibit 99.4 March 27, 2025 WinVest (BVI) Ltd. Clarence Thomas Building P.O. Box 4649, Road Town Tortola British Virgin Island Consent to Reference in Proxy Statement/Prospectus Pursuant to Rule 438 under the Securities Act of 1933, as amended, I hereby consent to the references to my name in the Registration Statement on Form F-4 (the “Registration Statement”) of WinVest (BVI) Ltd. (the “Company” |
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| March 28, 2025 |
March 28, 2025 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Division of Corporation Finance Office of Trade & Services Washington, D.C. 20549 Attention: Ta Tanisha Meadows, Rufus Decker, Kate Beukenkamp and Taylor Beech Re: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Registration Statement on Form F-4 Filed March 11, 2025 File No. 333-285721 Ladies and Ge |
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| March 26, 2025 |
March 26, 2025 Manish Jhunjhunwala Chief Executive Officer WinVest (BVI) Ltd. 125 Cambridgepark Drive, Suite 301 Cambridge, MA 02140 Enrico Dal Monte Chief Executive Officer Xtribe (BVI) Ltd. 37-38 Long Acre London X0 WC2E 9JT Re: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Registration Statement on Form F-4 Filed March 11, 2025 File No. 333-285721 Dear Manish Jhunjhunwala and E |
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| March 24, 2025 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| March 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| March 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| March 13, 2025 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| March 13, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, March 13, 2025 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to th |
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| March 11, 2025 |
Exhibit 16.1 March 11, 2025 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Ladies and Gentlemen: We have been furnished with a copy of the Registration Statement Form F-4. We agree with the statements made in the section titled, “Change in Accountants,” insofar as they relate to our Firm regarding our former client, Xtribe, P.L.C. and the event that occurred on September 3 |
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| March 11, 2025 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form F-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WINVEST (BVI) LTD. (Exact name of registrant as specified in its charter) British Virgin Islands 6770 N/A (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employe |
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| March 11, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form F-4 (Form Type) WinVest (BVI) Ltd. |
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| March 11, 2025 |
March 11, 2025 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Division of Corporation Finance Officer of Energy & Transportation Washington, D.C. 20549 Attention: Ta Tanisha Meadows, Joel Parker, Kate Beukenkamp and Taylor Beech Re: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Amendment No. 1 to Draft Registration Statement on Form F-4 Submitted December 16, |
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| March 6, 2025 |
Insider Trading Policy of the Company Exhibit 19.1 POLICY ON INSIDER TRADING In the course of conducting the business of WinVest Acquisition Corp. (the “Company”), you will come into possession of material information about the Company or other entities that is not available to the investing public (“Material Nonpublic Information”). You have a legal and ethical obligation to maintain the confidentiality of Material Nonpublic Informat |
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| March 6, 2025 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 245 of the Delaware General Corporation Law WinVest Acquisition Corp., a corporation existing under the laws of the State of Delaware, by its Chief Executive Officer, hereby certifies as follows: 1. The name of the corporation is WinVest Acquisition Corp. (hereinafter called the “Corporat |
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| March 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-40796 WINVEST ACQUISITION CORP. |
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| February 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| February 12, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, February 12, 2025 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| January 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| January 31, 2025 |
Promissory Note, dated January 31, 2025, between the Company and the Sponsor. Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO MAKER T |
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| January 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| January 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| January 14, 2025 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2025 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| January 14, 2025 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, January 14, 2025 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| January 13, 2025 |
January 13, 2025 Manish Jhunjhunwala Chief Executive Officer WinVest (BVI) Ltd. 125 Cambridgepark Drive, Suite 301 Cambridge, MA 02140 Enrico Dal Monte Chief Executive Officer Xtribe (BVI) Ltd. 37-38 Long Acre London X0 WC2E 9JT Re: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Amendment No. 1 to Draft Registration Statement on Form F-4 Submitted December 16, 2024 CIK No. 00020361 |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| December 16, 2024 |
Confidentially submitted to the United States Securities and Exchange Commission on December 16, 2024. |
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| December 16, 2024 |
Exhibit 16.1 December 16, 2024 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Ladies and Gentlemen: We have been furnished with a copy of Amendment No. 1 to Form F-4 for the event that occurred on September 30, 2024 regarding our former client, Xtribe, P.L.C. We agree with the statements made in the section titled, “Change in Accountants,” insofar as they relate to our Fir |
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| December 16, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, December 16, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that at a special meeting of its stockholders held on December 10, 2024, the Company’s stockholders vo |
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| December 16, 2024 |
Promissory Note, dated December 16, 2024, between the Company and the Sponsor Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| December 16, 2024 |
Exhibit 10.2 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 4 (this “Amendment”), dated as of December 16, 2024, to the Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as trustee (the “Trustee”). |
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| December 16, 2024 |
Extension Amendment to Amended and Restated Certificate of Incorporation Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVest Acquisition C |
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| December 16, 2024 |
December 16, 2024 VIA EDGAR U.S. Securities and Exchange Commission 100 F Street, N.E. Division of Corporation Finance Officer of Energy & Transportation Washington, D.C. 20549 Attention: Ta Tanisha Meadows, Rufus Decker, Kate Beukenkamp and Taylor Beech Re: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Draft Registration Statement on Form F-4 Submitted September 30, 2024 CIK 0002 |
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| December 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| November 14, 2024 |
WNLV / Winvest Group Ltd. / Meteora Capital, LLC Passive Investment SC 13G/A 1 meteorawinv09302024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* WinVest Acquisition Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 97654W104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| November 14, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVE |
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| November 14, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, November 14, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| November 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| October 28, 2024 |
October 28, 2024 Manish Jhunjhunwala Chief Executive Officer WinVest (BVI) Ltd. 125 Cambridgepark Drive, Suite 301 Cambridge, MA 02140 Enrico Dal Monte Chief Executive Officer Xtribe (BVI) Ltd. 37-38 Long Acre London X0 WC2E 9JT Re: WinVest (BVI) Ltd. Xtribe (BVI) Ltd. WinVest Acquisition Corp. Draft Registration Statement on Form F-4 Submitted September 30, 2024 CIK 0002036162 Dear Manish Jhunjhu |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| October 11, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| October 11, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, October 11, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| September 30, 2024 |
Confidentially submitted to the United States Securities and Exchange Commission on September 30, 2024. |
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| September 30, 2024 |
September 30, 2024 CONFIDENTIAL SUBMISSION VIA EDGAR Draft Registration Statement U. |
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| September 20, 2024 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporati |
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| September 16, 2024 |
Exhibit 2.1 AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT by and among WinVest Acquisition Corp., WinVest (BVI) Ltd., Xtribe P.L.C. and Xtribe (BVI) Ltd. Dated as of September 16, 2024 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 4 Section 1.01 Certain Definitions 4 Section 1.02 Further Definitions 14 Section 1.03 Construction 16 ARTICLE II. MERGERS 16 Section 2.01 The Reincorporation Merger 16 |
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| September 16, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| September 16, 2024 |
Exhibit 2.1 AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT by and among WinVest Acquisition Corp., WinVest (BVI) Ltd., Xtribe P.L.C. and Xtribe (BVI) Ltd. Dated as of September 16, 2024 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 4 Section 1.01 Certain Definitions 4 Section 1.02 Further Definitions 14 Section 1.03 Construction 16 ARTICLE II. MERGERS 16 Section 2.01 The Reincorporation Merger 16 |
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| September 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 16, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporati |
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| September 16, 2024 | ||
| September 13, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, September 13, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available t |
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| September 13, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| August 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| August 14, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, August 14, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to t |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVEST AC |
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| July 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or o |
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| July 12, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, July 12, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the |
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| July 12, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 12, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or o |
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| July 10, 2024 |
Filed by WinVest Acquisition Corp. pursuant to Filed by WinVest Acquisition Corp. 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: WinVest Acquisition Corp. Commission File No.: 001-40796 July 7 News Article On July 7, 2024, an article (the “July 7 News Article”) was published in four Italian newspapers about Xtribe P.L.C., a public limited |
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| July 5, 2024 |
Filed by WinVest Acquisition Corp. pursuant to Filed by WinVest Acquisition Corp. 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: WinVest Acquisition Corp. Commission File No.: 001-40796 Xtribe Press Release On June 18, 2024, Xtribe P.L.C., a public limited company incorporated and registered in England and Wales with number 07878011 (“Xtr |
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| June 14, 2024 |
Promissory Note, dated June 12, 2024, between the Company and the Sponsor Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| June 14, 2024 |
Exhibit 10.2 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 3 (this “Amendment”), dated as of June 13, 2024, to the Investment Management Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as truste |
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| June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or o |
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| June 14, 2024 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVest Acquisition C |
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| June 14, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, June 14, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that at a special meeting of its stockholders held on June 3, 2024, the Company’s stockholders voted in fa |
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| June 6, 2024 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or or |
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| June 6, 2024 |
Exhibit 99.1 |
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| June 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or or |
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| June 6, 2024 |
Exhibit 99.1 |
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| June 4, 2024 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or or |
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| May 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or or |
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| May 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVEST A |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40796 CUSIP Number Units: 97655B 208 Common Stock: 97655B 109 Warrants: 97655B 117 Rights: 97655B 125 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 10, 2024 |
Form of Sponsor Support Agreement Exhibit 10.1 FORM OF SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of , 2024, is entered into by and among WINVEST SPAC LLC, a Delaware limited liability company (the “Sponsor”), WINVEST ACQUISITION CORP., a Delaware corporation (“WinVest”), and XTRIBE P.L.C., a public limited company incorporated and registered in England and Wales with number 07878011 (“Xt |
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| May 10, 2024 |
Exhibit 10.3 FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of , 2024, by and among WinVest Acquisition Corp., a Delaware corporation (“Acquiror”), and each of the Company Stockholders identified on the signature pages hereto (collectively, the “Stockholder Parties”). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms i |
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| May 10, 2024 |
Exhibit 99.1 Xtribe, Technology-driven Geolocation-based Commerce Platform, to Go Public on Nasdaq through Proposed Business Combination with WinVest Acquisition Corp. (NASDAQ: WINV) London, UK; Cambridge, MA – May 9, 2024 – Xtribe P.L.C. (“Xtribe”), a technology-driven platform that matches sellers of goods and services with local buyers, and WinVest Acquisition Corp. (“WinVest”) (NASDAQ: WINV), |
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| May 10, 2024 |
Business Combination Agreement, dated as of May 9, 2024 Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among WinVest Acquisition Corp., WinVest Merger Sub I, LLC, WinVest Merger Sub II, LLC, Xtribe P.L.C. and Xtribe Group, LLC Dated as of May 9, 2024 TABLE OF CONTENTS Article I. DEFINITIONS 4 Section 1.01 Certain Definitions 4 Section 1.02 Further Definitions 14 Section 1.03 Construction 17 Article II. MERGERS 18 Section 2.01 The Xtribe Merger 18 Se |
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| May 10, 2024 |
Exhibit 10.1 FORM OF SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of , 2024, is entered into by and among WINVEST SPAC LLC, a Delaware limited liability company (the “Sponsor”), WINVEST ACQUISITION CORP., a Delaware corporation (“WinVest”), and XTRIBE P.L.C., a public limited company incorporated and registered in England and Wales with number 07878011 (“Xt |
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| May 10, 2024 |
Form of Xtribe Voting and Support Agreement Exhibit 10.2 FORM OF XTRIBE VOTING AND SUPPORT AGREEMENT This Xtribe Voting and Support Agreement (this “Agreement”) is made as of , 2024, by and among (i) WinVest Acquisition Corp., a Delaware corporation (“WinVest”), (ii) Xtribe P.L.C., a public limited company incorporated and registered in England and Wales with number 07878011 (“Xtribe PLC”), (iii) Xtribe Group, LLC, a Delaware limited liabil |
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| May 10, 2024 |
Exhibit 10.2 FORM OF XTRIBE VOTING AND SUPPORT AGREEMENT This Xtribe Voting and Support Agreement (this “Agreement”) is made as of , 2024, by and among (i) WinVest Acquisition Corp., a Delaware corporation (“WinVest”), (ii) Xtribe P.L.C., a public limited company incorporated and registered in England and Wales with number 07878011 (“Xtribe PLC”), (iii) Xtribe Group, LLC, a Delaware limited liabil |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or org |
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| May 10, 2024 |
Exhibit 99.2 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, May 10, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or org |
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| May 10, 2024 |
Exhibit 99.1 Xtribe, Technology-driven Geolocation-based Commerce Platform, to Go Public on Nasdaq through Proposed Business Combination with WinVest Acquisition Corp. (NASDAQ: WINV) London, UK; Cambridge, MA – May 9, 2024 – Xtribe P.L.C. (“Xtribe”), a technology-driven platform that matches sellers of goods and services with local buyers, and WinVest Acquisition Corp. (“WinVest”) (NASDAQ: WINV), |
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| May 10, 2024 |
Exhibit 2.1 BUSINESS COMBINATION AGREEMENT by and among WinVest Acquisition Corp., WinVest Merger Sub I, LLC, WinVest Merger Sub II, LLC, Xtribe P.L.C. and Xtribe Group, LLC Dated as of May 9, 2024 TABLE OF CONTENTS Article I. DEFINITIONS 4 Section 1.01 Certain Definitions 4 Section 1.02 Further Definitions 14 Section 1.03 Construction 17 Article II. MERGERS 18 Section 2.01 The Xtribe Merger 18 Se |
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| May 10, 2024 |
Exhibit 99.2 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, May 10, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the |
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| May 10, 2024 |
Exhibit 10.3 FORM OF LOCK-UP AGREEMENT THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of , 2024, by and among WinVest Acquisition Corp., a Delaware corporation (“Acquiror”), and each of the Company Stockholders identified on the signature pages hereto (collectively, the “Stockholder Parties”). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms i |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or org |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| April 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-40796 WINVEST ACQUISITION CORP. |
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| April 15, 2024 |
Exhibit 97.1 WinVest Acquisition Corp. Compensation Recovery Policy (Effective March 28, 2024) This Compensation Recovery Policy (this “Policy”) of WinVest Acquisition Corp. (the “Company”) is hereby adopted as of March 28, 2024 to be effective March 28, 2024 (the “Effective Date”), by the Compensation Committee (the “Committee”) of the Board of Directors of the Company (the “Board”) in compliance |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| April 12, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, April 12, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to th |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40796 CUSIP Number Units: 97655B 208 Common Stock: 97655B 109 Warrants: 97655B 117 Rights: 97655B 125 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| March 14, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| March 14, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, March 14, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to th |
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| March 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporatio |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporatio |
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| February 15, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, February 15, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| February 5, 2024 |
SC 13G/A 1 p24-0531sc13ga.htm WINVEST ACQUISITION CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* WinVest Acquisition Corp. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 97655B109 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check |
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| January 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| January 12, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 12, 2024 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| January 12, 2024 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, January 12, 2024 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| December 14, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, December 14, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that at a special meeting of its stockholders held on November 30, 2023, the Company’s stockholders vo |
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| December 14, 2023 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVest Acquisition C |
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| December 14, 2023 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| December 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| December 14, 2023 |
Exhibit 10.2 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 2 (this “Amendment”), dated as of December 14, 2023, to the Investment Management Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as tr |
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| December 6, 2023 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 30, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| November 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVE |
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| November 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40796 CUSIP Number Units: 97655B 208 Common Stock: 97655B 109 Warrants: 97655B 117 Rights: 97655B 125 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| November 13, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, November 13, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| November 13, 2023 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 3, 2023 |
Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO MAKER T |
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| October 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 16, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| October 13, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, October 13, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
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| October 13, 2023 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 13, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation |
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| September 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporati |
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| September 14, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, September 14, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available t |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVEST AC |
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| August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40796 CUSIP Number Units: 97655B 208 Common Stock: 97655B 109 Warrants: 97655B 117 Rights: 97655B 125 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| August 14, 2023 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| August 14, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, August 14, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to t |
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| July 14, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, July 14, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| June 16, 2023 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVest Acquisition C |
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| June 16, 2023 |
Exhibit 10.2 AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT OF WINVEST ACQUISITION CORP. This Amendment No. 1 (this “Amendment”), dated as of June 16, 2023, to the Investment Management Trust Agreement (as defined below), is made by and between WinVest Acquisition Corp, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as truste |
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| June 16, 2023 |
Promissory Note, dated June 13, 2023, between the Company and the Sponsor Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| June 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or o |
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| June 16, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, June 16, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that at a special meeting of its stockholders held on June 12, 2023, the Company’s stockholders voted in f |
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| June 16, 2023 |
Exhibit 3.2 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WINVEST ACQUISITION CORP. Pursuant to Section 242 of the Delaware General Corporation Law WINVEST ACQUISITION CORP., a corporation existing under the laws of the State of Delaware (the “Corporation”), by its Chief Executive Officer, hereby certifies as follows: 1. The name of the Corporation is “WinVest Acquisition C |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-40796 WINVEST A |
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| May 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| May 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| May 17, 2023 |
United States securities and exchange commission logo May 17, 2023 Manish Jhunjhunwala Chief Executive Officer WinVest Acquisition Corp. |
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| May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-40796 CUSIP Number Units: 97655B 208 Common Stock: 97655B 109 Warrants: 97655B 117 Rights: 97655B 125 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| May 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| May 12, 2023 |
WinVest Acquisition Corp. Announces Extension of Termination Date Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date Cambridge, MA, May 12, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the Company to consummate an initial business combination by one month from |
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| May 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| April 14, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, April 14, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to th |
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| April 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-40796 WINVEST ACQUISITION CORP. |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 15, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation or |
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| March 14, 2023 |
WinVest Acquisition Corp. Announces Intention to Extend Termination Date Exhibit 99.1 WinVest Acquisition Corp. Announces Intention to Extend Termination Date Cambridge, MA, March 14, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to the Company to consummate an initial business combination by one mo |
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| March 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2023 WINVEST ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40796 86-2451181 (State or other jurisdiction of incorporation o |
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| February 14, 2023 |
Exhibit 99.1 WinVest Acquisition Corp. Announces Extension of Termination Date and Additional Contribution to Trust Account to Extend Termination Date Cambridge, MA, February 14, 2023 — WinVest Acquisition Corp. (NASDAQ: WINV, the “Company”), a special purpose acquisition company, announced today that its Board of Directors (the “Board”) has approved an extension of the period of time available to |
