MNTN / MNTN, Inc. - Depositi SEC, Relazione annuale, dichiarazione di delega

MNTN, Inc.
US ˙ NYSE

Statistiche di base
CIK 1863719
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 MNTN, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
December 26, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 1, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorp

December 23, 2024 EX-99.25

EX-99.25

EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the Class A Common Stock, Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant,

November 29, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 22, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inc

November 20, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

November 18, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

November 18, 2024 PRER14A

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)

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

November 18, 2024 CORRESP

Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd Newport Beach, CA 92660

Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd Newport Beach, CA 92660 November 18, 2024 Pearlyne Paulemon U.

November 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o

November 14, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 6, 2024 Everest Consolid

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 6, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inco

November 14, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 6, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inco

November 14, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / FIR TREE CAPITAL MANAGEMENT LP Passive Investment

SC 13G/A 1 firtree-mntn093024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Everest Consolidator Acquisition Corp (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing o

November 14, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / Meteora Capital, LLC Passive Investment

SC 13G/A 1 meteoramntn09302024a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Everest Consolidator Acquisition Corp (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing

November 13, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / COWEN AND COMPANY, LLC - COWEN AND COMPANY, LLC Passive Investment

SC 13G/A 1 mntna1111224.htm COWEN AND COMPANY, LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A Common Stock (Title of Class of Securities) 29978K102 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this

November 5, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

October 7, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / CALAMOS INVESTMENT TRUST/IL - SC 13G/A Passive Investment

SC 13G/A 1 tm2425684d5sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 Everest Consolidator Acquisition Corp. (Name of Issuer) Class A (Title of Class of Securities) 29978K102 (CUSIP Number) 9/30/2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

October 3, 2024 8-K

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 1, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incor

October 3, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 1, 2024 Everest Consolida

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 1, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incor

September 27, 2024 8-K

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of in

September 27, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2024 Everest Consol

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 23, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of in

September 5, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / WOLVERINE ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A 1 ef20035546sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A common stock, par value $0.0001 (Title of Class of Securities) 29978K102 (CUSIP Number) August 28, 2024 (Date of Event which Requires Filing of

August 28, 2024 EX-10.1

AMENDMENT NO. 3 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT

Exhibit 10.1 AMENDMENT NO. 3 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 3 (this “Amendment”), dated as of August 28, 2024, to the Investment Management Trust Agreement (as defined below) is made by and between Everest Consolidator Acquisition Corporation (the “Company”) and Equiniti Trust Company, LLC, as trustee (“Trustee”). All terms used but not defined herein shall have th

August 28, 2024 EX-3.1

CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION Everest Consolidator Acquisition Corporation, a corporation organized and existing under the by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1.            The name of the corporation is Everest Consolidato

August 28, 2024 EX-10.1

AMENDMENT NO. 3 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT

Exhibit 10.1 AMENDMENT NO. 3 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 3 (this “Amendment”), dated as of August 28, 2024, to the Investment Management Trust Agreement (as defined below) is made by and between Everest Consolidator Acquisition Corporation (the “Company”) and Equiniti Trust Company, LLC, as trustee (“Trustee”). All terms used but not defined herein shall have th

August 28, 2024 EX-3.1

CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION Everest Consolidator Acquisition Corporation, a corporation organized and existing under the by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1.            The name of the corporation is Everest Consolidato

August 28, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 28, 2024 Everest Consolida

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 28, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incor

August 28, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 28, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incor

August 19, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

August 19, 2024 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (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: 00

August 19, 2024 EX-10.3

Fourth Amended and Restated Promissory Note, dated August 14, 2024, issued by Everest Consolidator Acquisition Corporation to Everest Consolidator Sponsor, LLC

Exhibit 10.3 THIS FOURTH AMENDED AND RESTATED 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 A

August 14, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Trans

August 9, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

August 1, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 1, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorp

July 1, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorpor

May 29, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 29, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorpor

May 21, 2024 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (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: 0

May 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2024 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tran

May 13, 2024 EX-10.2

Third Amended and Restated Promissory Note, dated May 10, 2024, issued by Everest Consolidator Acquisition Corporation to Everest Consolidator Sponsor, LLC.

  Exhibit 10.2   THIS THIRD AMENDED AND RESTATED 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, SCOP

May 13, 2024 EX-10.1

Commitment Letter, dated May 8, 2024, by Everest Consolidator Sponsor LLC to Everest Consolidator Acquisition Corporation.

Exhibit 10.1 EVEREST CONSOLIDATOR SPONSOR LLC May 8, 2024 Board of Directors Everest Consolidator Acquisition Corporation 4041 MacArthur Boulevard Newport Beach, CA, 92660 Subject: Commitment to Fund Certain Payment Obligations Dear Board Members, In connection with the events disclosed by Everest Consolidator Acquisition Corporation (the “Company”) in its Quarterly Report on Form 10-Q for the thi

May 13, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 10, 2024 (May 8, 2024) Everes

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 10, 2024 (May 8, 2024) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdicti

May 13, 2024 EX-10.1

Commitment Letter, dated May 8, 2024, issued by Everest Consolidator Sponsor LLC to Everest Consolidator Acquisition Corporation.

Exhibit 10.1 EVEREST CONSOLIDATOR SPONSOR LLC May 8, 2024 Board of Directors Everest Consolidator Acquisition Corporation 4041 MacArthur Boulevard Newport Beach, CA, 92660 Subject: Commitment to Fund Certain Payment Obligations Dear Board Members, In connection with the events disclosed by Everest Consolidator Acquisition Corporation (the “Company”) in its Quarterly Report on Form 10-Q for the thi

May 13, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 10, 2024 (May 8, 2024) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdicti

May 13, 2024 EX-10.2

Third Amended and Restated Promissory Note, dated May 10, 2024, issued by Everest Consolidator Acquisition Corporation to Everest Consolidator Sponsor, LLC

  Exhibit 10.2   THIS THIRD AMENDED AND RESTATED 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, SCOP

May 10, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / CALAMOS INVESTMENT TRUST/IL - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 Everest Consolidator Acquisition Corp. (Name of Issuer) Class A (Title of Class of Securities) 29978K102 (CUSIP Number) 4/30/2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

April 16, 2024 10-K

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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: 001-40

April 16, 2024 EX-97.1

Policy for Recovery of Erroneously Awarded Compensation.

Exhibit 97.1 EVEREST CONSOLIDATOR ACQUISITION CORPORATION POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Everest Consolidator Acquisition Corporation (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of November 30, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein are def

April 2, 2024 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o T

March 27, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 26, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorp

March 27, 2024 EX-10.1

Second Amended and Restated Promissory Note, dated March 26, 2023, issued by Everest Consolidator Acquisition Corporation to Everest Consolidator Sponsor, LLC

Exhibit 10.1 THIS SECOND AMENDED AND RESTATED 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 A

February 27, 2024 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2024 ( February 25,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2024 ( February 25, 2024) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or othe

February 27, 2024 EX-2.1

Waiver and Consent to Business Combination Agreement and Plan of Merger, dated as of February 25, 2024, by and among Everest Consolidator Acquisition Corporation, Everest Consolidator Sponsor, LLC and Unifund Holdings, LLC.

Exhibit 2.1 WAIVER and consent to business combination agreement and PLAN OF merger This WAIVER AND CONSENT TO BUSINESS COMBINATION AGREEMENT AND PLAN OF MERGER (this “Waiver”), dated as of February 25, 2024, is made by and among Unifund Holdings, LLC, a Delaware limited liability company on behalf of the Target Companies and the Acquisition Entities (“Holdings”), Everest Consolidator Acquisition

February 27, 2024 EX-3.1

Amendment to the Amended and Restated Certificate of Incorporation of the Company.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION Everest Consolidator Acquisition Corporation, a corporation organized and existing under the by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the corporation is Everest Consolidator Acquisiti

February 27, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 26, 2024 ( February 25, 2024) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or othe

February 27, 2024 EX-10.1

Second Amendment to the Investment Management Trust Agreement, dated as of February 26, 2024, by and between Everest Consolidator Acquisition Corporation and American Stock Transfer & Trust Company, LLC.

Exhibit 10.1 AMENDMENT NO. 2 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 2 (this “Amendment”), dated as of February 26, 2024, to the Investment Management Trust Agreement (as defined below) is made by and between Everest Consolidator Acquisition Corporation (the “Company”) and American Stock Transfer & Trust Company, LLC, as trustee (“Trustee”). All terms used but not defined h

February 27, 2024 EX-2.1

Waiver and Consent to Business Combination Agreement and Plan of Merger, dated as of February 25, 2024, by and among Everest Consolidator Acquisition Corporation, Everest Consolidator Sponsor, LLC and Unifund Holdings, LLC.

Exhibit 2.1 WAIVER and consent to business combination agreement and PLAN OF merger This WAIVER AND CONSENT TO BUSINESS COMBINATION AGREEMENT AND PLAN OF MERGER (this “Waiver”), dated as of February 25, 2024, is made by and among Unifund Holdings, LLC, a Delaware limited liability company on behalf of the Target Companies and the Acquisition Entities (“Holdings”), Everest Consolidator Acquisition

February 27, 2024 EX-3.1

Certificate of Amendment to the Amended and Restated Certificate of Incorporation

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION Everest Consolidator Acquisition Corporation, a corporation organized and existing under the by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the corporation is Everest Consolidator Acquisiti

February 27, 2024 EX-10.1

Second Amendment to the Investment Management Trust Agreement, dated as of February 26, 2024, by and between Everest Consolidator Acquisition Corporation and American Stock Transfer & Trust Company, LLC.

Exhibit 10.1 AMENDMENT NO. 2 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT This Amendment No. 2 (this “Amendment”), dated as of February 26, 2024, to the Investment Management Trust Agreement (as defined below) is made by and between Everest Consolidator Acquisition Corporation (the “Company”) and American Stock Transfer & Trust Company, LLC, as trustee (“Trustee”). All terms used but not defined h

February 14, 2024 SC 13G

MNTN / Everest Consolidator Acquisition Corporation / CALAMOS INVESTMENT TRUST/IL - SC 13G Passive Investment

SC 13G 1 tm246034d4sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Everest Consolidator Acquisition Corp. (Name of Issuer) Class A (Title of Class of Securities) 29978K102 (CUSIP Number) 12/31/2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des

February 14, 2024 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 8, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inco

February 14, 2024 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to C

February 14, 2024 SC 13G

MNTN / Everest Consolidator Acquisition Corporation / FIR TREE CAPITAL MANAGEMENT LP Passive Investment

SC 13G 1 firtree-mntn123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Everest Consolidator Acquisition Corp (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this S

February 14, 2024 NT 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25/A (Amendment No. 1) NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25/A (Amendment No. 1) NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Re

February 14, 2024 SC 13G

MNTN / Everest Consolidator Acquisition Corporation / Vivaldi Asset Management, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Everest Consolidator Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropria

February 14, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / Sculptor Capital LP - SC 13G/A Passive Investment

SC 13G/A 1 d763375dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires

February 14, 2024 SC 13G

MNTN / Everest Consolidator Acquisition Corporation / Meteora Capital, LLC Passive Investment

SC 13G 1 meteoramntn123123.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Everest Consolidator Acquisition Corp (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this St

February 12, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

February 8, 2024 SC 13G

MNTN / Everest Consolidator Acquisition Corporation / WOLVERINE ASSET MANAGEMENT LLC - SC 13G Passive Investment

SC 13G 1 ef20020140sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A common stock, par value $0.0001 (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of thi

February 8, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Everest Consolidator Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statem

February 5, 2024 SC 13G

MNTN / Everest Consolidator Acquisition Corporation / COWEN AND COMPANY, LLC - COWEN AND COMPANY, LLC Passive Investment

SC 13G 1 mntn20524.htm COWEN AND COMPANY, LLC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Everest Consolidator Acquisition Corp (Name of Issuer) Common Stock (Title of Class of Securities) 29978K102 (CUSIP Number) December 29, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to

February 2, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

February 1, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2024 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inco

January 19, 2024 SC 13G/A

MNTN / Everest Consolidator Acquisition Corporation / HIGHBRIDGE CAPITAL MANAGEMENT LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2023 (Date of event which requires filing of this statement) Check the appropriate bo

December 19, 2023 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (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 numbe

December 13, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2023 (December 7, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 13, 2023 (December 7, 2023) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other

December 13, 2023 EX-10.1

Amended and Restated Promissory Note, dated December 7, 2023, issued by Everest Consolidator Acquisition Corporation to Everest Consolidator Sponsor, LLC

Exhibit 10.1 THIS AMENDED AND RESTATED 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 SUBS

November 28, 2023 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 21, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inc

November 28, 2023 EX-99.1

Everest Consolidator Acquisition Corporation Receives NYSE Notice Regarding Delayed Form 10-Q Filing

Exhibit 99.1 Everest Consolidator Acquisition Corporation Receives NYSE Notice Regarding Delayed Form 10-Q Filing November 28, 2023 NEWPORT BEACH, CA - (BUSINESS WIRE) - Everest Consolidator Acquisition Corporation (the “Company”) today announced that on November 21, 2023 it received a notice (the “Notice”) from the New York Stock Exchange (the "NYSE") indicating that the Company is not in complia

November 15, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o

August 25, 2023 EX-3.1

Amendment to the Amended and Restated Certificate of Incorporation of the Company.

Exhibit 3.1   CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION   Everest Consolidator Acquisition Corporation, a corporation organized and existing under the by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify:   1.            The name of the corporation is Everest Conso

August 25, 2023 EX-3.1

Amendment to the Amended and Restated Certificate of Incorporation of the Company.

Exhibit 3.1   CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION   Everest Consolidator Acquisition Corporation, a corporation organized and existing under the by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify:   1.            The name of the corporation is Everest Conso

August 25, 2023 EX-10.1

Amendment to the Investment Management Trust Agreement, dated as of August 25, 2023, by and between Everest Consolidator Acquisition Corporation and Equiniti Trust LLC (f/k/a American Stock Transfer & Trust Company, LLC)..

Exhibit 10.1   Execution Version AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT   This Amendment No. 1 (this “Amendment”), dated as of August 25, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between Everest Consolidator Acquisition Corporation (the “Company”) and Equiniti Trust LLC, as trustee (f/k/a American Stock Transfer & Trust Company, LLC, “Tru

August 25, 2023 EX-10.1

Amendment to the Investment Management Trust Agreement, dated as of August 25, 2023, by and between Everest Consolidator Acquisition Corporation and Equiniti Trust LLC (f/k/a American Stock Transfer & Trust Company, LLC).

Exhibit 10.1   Execution Version AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT   This Amendment No. 1 (this “Amendment”), dated as of August 25, 2023, to the Investment Management Trust Agreement (as defined below) is made by and between Everest Consolidator Acquisition Corporation (the “Company”) and Equiniti Trust LLC, as trustee (f/k/a American Stock Transfer & Trust Company, LLC, “Tru

August 25, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 25 (August 24, 2023) Evere

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 25 (August 24, 2023) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdict

August 25, 2023 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 25 (August 24, 2023) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdict

August 14, 2023 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (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: 00

August 14, 2023 EX-10.2

Indemnity Agreement, dated July 5, 2023, between the Company and Rebecca Macieira-Kaufmann

Exhibit 10.2 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of July 5, 2023, by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and Rebecca Macieira-Kaufmann (the “Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other cap

August 14, 2023 EX-10.1

Letter Agreement, dated July 5, 2023, between the Company and Rebecca Macieira-Kaufmann

Exhibit 10.1 July 5, 2023 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Everest C

August 14, 2023 EX-2.1

Business Combination Agreement, dated as of May 19, 2023, by and among the Company, Unifund Financial Technologies, Inc., Unifund Holdings, LLC and USV, LLC

Exhibit 2.1 BUSINESS COMBINATION AGREEMENT AND PLAN OF MERGER by and among EVEREST CONSOLIDATOR ACQUISITION CORPORATION, UNIFUND FINANCIAL TECHNOLOGIES, INC., UNIFUND MERGER SUB INC., CREDIT CARD RECEIVABLES FUND INCORPORATED, UNIFUND HOLDINGS, LLC, USV, LLC and, solely for the purposes of Sections 10.4, 10.12, 12.3, 13.6 and 13.16, EVEREST CONSOLIDATOR SPONSOR, LLC dated as of May 19, 2023 TABLE

August 14, 2023 EX-10.7

Contribution and Exchange Agreement, dated May 19, 2023, by and among the Company, Unifund Financial Technologies, Inc., David Rosenberg, ZB Limited Partnership and The TER Trust, Merger Unifund Merger Sub Inc. and Credit Card Receivables Fund Incorporated

Exhibit 10.7 CONTRIBUTION AND EXCHANGE AGREEMENT THIS CONTRIBUTION AND EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of May 19, 2023 by and among Unifund Financial Technologies, Inc., a Delaware corporation (“New PubCo”), David G. Rosenberg (“Rosenberg”), David G. Rosenberg, not individually but in his capacity as trustee of The TER Trust (“TER Trust”) and ZB Limited Partnershi

August 14, 2023 EX-10.8

Form of Registration Rights and Lock-Up Agreement by and among Unifund Financial Technologies, Inc., Unifund Holdings, LLC, Credit Card Receivables Fund Incorporated, USV, LLC and Payce, LLC.

Exhibit 10.8 FORM OF REGISTRATION RIGHTS AND LOCK-UP AGREEMENT THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT (this “Agreement”), dated as of [  ], 2023, is made and entered into by and among Unifund Financial Technologies, Inc., a Delaware corporation (“New PubCo”), Everest Consolidator Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), the equityholders of Unifund Holdings, LLC

August 14, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

August 14, 2023 EX-10.5

Company Equityholder Voting and Support Agreement, dated May 19, 2023, by and among the Company, David Rosenberg, Credit Card Receivables Fund Incorporated, The TER Trust, Unifund Financial Technologies, Inc., Unifund Holdings, LLC, USV, LLC and ZB Limited Partnership

Exhibit 10.5 Execution Version COMPANY EQUITYHOLDER VOTING AND SUPPORT AGREEMENT This Company Equityholder Voting and Support Agreement (this “Holder Support Agreement”) is dated as of May 19, 2023, by and among David G. Rosenberg (“Rosenberg”), ZB Limited Partnership, a Delaware limited partnership (“ZB”), David G. Rosenberg, not individually but in his capacity as trustee of The TER Trust (“TER

August 14, 2023 EX-10.6

Sponsor Support Agreement, dated May 19, 2023 by the Company, Unifund Financial Technologies, Inc., Everest Consolidator Sponsor, LLC, Unifund Holdings, LLC, Credit Card Receivables Fund Incorporated and USV, LLC.

Exhibit 10.6 Execution Version SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of May 19, 2023, by and among Everest Consolidator Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Unifund Financial Technologies, Inc., a Delaware corporation (“New PubCo”), Everest Consolidator Acquisition Corporation, a Delaware corporation (“SPAC”),

July 27, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

July 24, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21 (July 21, 2023) Everest C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21 (July 21, 2023) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction

July 24, 2023 EX-99.2

PROPRIETARY & CONFIDENTIAL – DO NOT DISTRIBUTE Investor Presentation | July 2023 Unifund Financial Technologies

Exhibit 99.2 PROPRIETARY & CONFIDENTIAL – DO NOT DISTRIBUTE Investor Presentation | July 2023 Unifund Financial Technologies The information contained in this investor presentation ( together with oral statements made in connection herewith, the “Presentation”) is provided for information purposes only and does not purport to be all - inclusive, nor does this Presentation purport to contain all of

July 24, 2023 EX-99.1

Everest Consolidator Acquisition Corporation (NYSE: MNTN) Announces Business Combination with Unifund, a Consumer Debt Service Company Focused on Data Science and Analytics

Exhibit 99.1 Everest Consolidator Acquisition Corporation (NYSE: MNTN) Announces Business Combination with Unifund, a Consumer Debt Service Company Focused on Data Science and Analytics · Unifund leverages its proprietary data science technology, analytics, and machine learning for acquiring and servicing consumer debt receivables to optimize the lifetime value of borrowers. · Everest believes Uni

July 21, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21 (July 21, 2023) Everest C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21 (July 21, 2023) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction

July 21, 2023 EX-99.1

Everest Consolidator Acquisition Corporation (NYSE: MNTN) Announces Business Combination with Unifund, a Consumer Debt Service Company Focused on Data Science and Analytics

Exhibit 99.1 Everest Consolidator Acquisition Corporation (NYSE: MNTN) Announces Business Combination with Unifund, a Consumer Debt Service Company Focused on Data Science and Analytics · Unifund leverages its proprietary data science technology, analytics, and machine learning for acquiring and servicing consumer debt receivables to optimize the lifetime value of borrowers. · Everest believes Uni

July 21, 2023 EX-99.2

PROPRIETARY & CONFIDENTIAL – DO NOT DISTRIBUTE Investor Presentation | July 2023 Unifund Financial Technologies

Exhibit 99.2 PROPRIETARY & CONFIDENTIAL – DO NOT DISTRIBUTE Investor Presentation | July 2023 Unifund Financial Technologies The information contained in this investor presentation ( together with oral statements made in connection herewith, the “Presentation”) is provided for information purposes only and does not purport to be all - inclusive, nor does this Presentation purport to contain all of

July 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 14, 2023 (May 7, 2023) Evere

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 14, 2023 (May 7, 2023) Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdict

July 14, 2023 EX-10.1

Promissory Note, dated May 7, 2023, issued by Everest Consolidator Acquisition Corporation to Everest Consolidator Sponsor, LLC

Exhibit 10.1 PROMISSORY NOTE THIS AGREEMENT is entered into this 7th day of May 2023 (the "Effective Date"), by and among Everest Consolidator Sponsor, LLC, a limited liability company (hereinafter referred to as the "Transferor"), and Everest Consolidator Acquisition Corporation, a corporation (hereinafter referred to as the "Transferee"). RECITALS: WHEREAS, the Transferor desires to provide a wo

May 30, 2023 EX-10.1

Second Extension Warrants Purchase Agreement, dated May 26, 2023, between the Company and Everest Consolidator Sponsor, LLC

Exhibit 10.1 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of May 26, 2023, is entered into by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and Everest Consolidator Sponsor, LLC – Wa

May 30, 2023 EX-10.2

Second Conditional Guaranty Agreement, dated May 26, 2023, by the Company in favor of Everest Consolidator Sponsor, LLC — Warrant Series

Exhibit 10.2 CONDITIONAL GUARANTY AGREEMENT THIS CONDITIONAL GUARANTY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is entered into as of May 26, 2023, by EVEREST CONSOLIDATOR ACQUISITION CORPORATION, a Delaware corporation (the “Guarantor”), in favor of EVEREST CONSOLIDATOR – A SERIES OF MASTER FUND I LLC (the “Noteholder”)

May 30, 2023 EX-99.1

Everest Consolidator Acquisition Corporation Confirms Sponsor’s Deposit of Funds to Extend Period to Consummate Initial Business Combination

Exhibit 99.1 Everest Consolidator Acquisition Corporation Confirms Sponsor’s Deposit of Funds to Extend Period to Consummate Initial Business Combination May 30, 2023 NEWPORT BEACH, CA - (BUSINESS WIRE) - Everest Consolidator Acquisition Corporation (the “Company”), a special purpose acquisition company, confirms that on May 26, 2023, Everest Consolidator Sponsor, LLC (the “Sponsor”) deposited an

May 30, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 26, 2023 Everest Consolidator

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 26, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorpor

May 24, 2023 EX-99.1

Everest Consolidator Acquisition Corporation Announces Intention of Sponsor to Deposit Funds to Extend Period to Consummate Initial Business Combination

Exhibit 99.1 Everest Consolidator Acquisition Corporation Announces Intention of Sponsor to Deposit Funds to Extend Period to Consummate Initial Business Combination May 24, 2023 NEWPORT BEACH, CA - (BUSINESS WIRE) - Everest Consolidator Acquisition Corporation (the “Company”), a special purpose acquisition company, today announced that Everest Consolidator Sponsor, LLC (the “Sponsor”) has notifie

May 24, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 24, 2023 Everest Consolidator

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 24, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorpor

May 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 19, 2023 Everest Consolidator

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 19, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorpor

May 22, 2023 425

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 19, 2023 Everest Consolidator

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 19, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorpor

May 16, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2023 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tran

May 16, 2023 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (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: 0

May 11, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 9, 2023 Everest Consolidator

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 9, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of incorpora

March 30, 2023 10-K

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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: 001-40

March 1, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2023 Everest Consoli

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 28, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inc

March 1, 2023 EX-99.1

Everest Consolidator Acquisition Corporation Confirms Sponsor’s Deposit of Funds to Extend Period to Consummate Initial Business Combination

Exhibit 99.1 Everest Consolidator Acquisition Corporation Confirms Sponsor’s Deposit of Funds to Extend Period to Consummate Initial Business Combination March 1, 2023 NEWPORT BEACH, CA - (BUSINESS WIRE) - Everest Consolidator Acquisition Corporation (the “Company”), a special purpose acquisition company, confirms that on February 28, 2023, Everest Consolidator Sponsor, LLC (the “Sponsor”) deposit

March 1, 2023 EX-10.2

Conditional Guaranty Agreement, dated February 28, 2023

Exhibit 10.2 CONDITIONAL GUARANTY AGREEMENT THIS CONDITIONAL GUARANTY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”) is entered into as of February 28, 2023, by EVEREST CONSOLIDATOR ACQUISITION CORPORATION, a Delaware corporation (the “Guarantor”), in favor of EVEREST CONSOLIDATOR – A SERIES OF MASTER FUND I LLC (the “Notehol

March 1, 2023 EX-10.1

Extension Warrants Purchase Agreement, dated February 28, 2023, between the Company and the Sponsor.

Exhibit 10.1 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of February 28, 2023, is entered into by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and Everest Consolidator Sponsor, LLC

February 23, 2023 EX-99.1

Everest Consolidator Acquisition Corporation Announces Intention of Sponsor to Deposit Funds to Extend Period to Consummate Initial Business Combination

Exhibit 99.1 Everest Consolidator Acquisition Corporation Announces Intention of Sponsor to Deposit Funds to Extend Period to Consummate Initial Business Combination February 23, 2023 NEWPORT BEACH, CA - (BUSINESS WIRE) - Everest Consolidator Acquisition Corporation (the “Company”), a special purpose acquisition company, today announced that Everest Consolidator Sponsor, LLC (the “Sponsor”) has no

February 23, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 23, 2023 Everest Consoli

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 23, 2023 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction of inc

February 14, 2023 SC 13G/A

US29978K1025 / Everest Consolidator Acquisition Corp. / Sculptor Capital LP - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Che

February 14, 2023 SC 13G/A

US29978K1025 / Everest Consolidator Acquisition Corp. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Everest Consolidator Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29978K102 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to design

January 31, 2023 SC 13G/A

MNTN.U / Everest Consolidator Acquisiti Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant / HIGHBRIDGE CAPITAL MANAGEMENT LLC - EVEREST CONSOLIDATOR ACQUISITION CORPORATION Passive Investment

SC 13G/A 1 p23-0384sc13ga.htm EVEREST CONSOLIDATOR ACQUISITION CORPORATION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29978K201** (CUSIP Number) December 31, 2022 (Da

November 10, 2022 10-Q

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

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 12, 2022 10-Q

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

Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 22, 2022 SC 13G

US29978K1025 / Everest Consolidator Acquisition Corp. / Sculptor Capital LP - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29978K102 (CUSIP Number) June 15, 2022 (Date of Event Which Requires Filing of this Statement) Check the

May 16, 2022 10-Q

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

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

April 19, 2022 EX-4.4

Description of Capital Stock

Exhibit 4.4 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED The following description of the capital stock of Everest Consolidator Acquisition Corporation (the ?Company,? ?we,? ?us? and ?our?) summarizes certain provisions of our amended and restated certificate of incorporation. The description is intended as a summary, and is qualifi

April 19, 2022 10-K

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

10-K 1 d310434d10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Co

April 19, 2022 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2022 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or other jurisdiction o

March 31, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-K 1 d330039dnt10k.htm NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-41100 CUSIP Number: 29978K102 (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F

February 14, 2022 SC 13G/A

US29978K2015 / EVEREST CONSOLIDATOR ACQUISI 0.00000000 / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1)* Everest Consolidator Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29978K201 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa

February 8, 2022 SC 13G

US29978K2015 / EVEREST CONSOLIDATOR ACQUISI 0.00000000 / CALAMOS INVESTMENT TRUST/IL - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Everest Consolidator Acquisition Corporation (Name of Issuer) Class A (Title of Class of Securities) 29978K201 (CUSIP Number) 12/31/2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

January 11, 2022 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d239415d8k.htm 8-K 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 11, 2022 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (St

January 11, 2022 EX-99.1

Everest Consolidator Acquisition Corporation Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing January 14, 2022

Exhibit 99.1 Everest Consolidator Acquisition Corporation Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing January 14, 2022 January 11, 2022 NEWPORT BEACH, Calif. ? (BUSINESS WIRE) ? Everest Consolidator Acquisition Corporation (the ?Company?) today announced that, commencing January 14, 2022, holders of the units sold in the Company?s initial public offering (th

December 9, 2021 SC 13G

HIGHBRIDGE CAPITAL MANAGEMENT LLC - EVEREST CONSOLIDATOR ACQUISITION CORPORATION

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Everest Consolidator Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 29978K201** (CUSIP Number) November 29, 2021 (Date of event which requires filing of this statement) Check the appropriate box

December 3, 2021 EX-99.1

EVEREST CONSOLIDATOR ACQUISITION CORPORATION FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of November 29, 2021 F-3 Notes to Financial Statement F-4

EX-99.1 2 d214770dex991.htm EX-99.1 Exhibit 99.1 EVEREST CONSOLIDATOR ACQUISITION CORPORATION FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of November 29, 2021 F-3 Notes to Financial Statement F-4 F-1 Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of Everest Consolidator Acquisition Cor

December 3, 2021 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d214770d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 29, 2021 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (State or

December 3, 2021 SC 13G

Saba Capital Management, L.P. - FORM SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Everest Consolidator Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 29978K201 (CUSIP Number) November 24, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate

November 29, 2021 EX-10.10

Indemnity Agreement, dated November 23, 2021, between the Company and Adam Dooley.

EX-10.10 16 d236828dex1010.htm EX-10.10 Exhibit 10.10 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 23, 2021, by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and Adam Dooley (the “Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as dir

November 29, 2021 EX-10.7

Letter Agreement, dated November 23, 2021, between the Company and Elizabeth Mora.

EX-10.7 13 d236828dex107.htm EX-10.7 Exhibit 10.7 November 23, 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreeme

November 29, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

8-K 1 d236828d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 23, 2021 Everest Consolidator Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41100 86-2485792 (Stat

November 29, 2021 EX-10.14

Indemnity Agreement, dated November 23, 2021, between the Company and Jacqueline S. Shoback.

Exhibit 10.14 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of November 23, 2021, by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), and Jacqueline S. Shoback (the ?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other c

November 29, 2021 EX-10.3

Private Placement Warrants Purchase Agreement, dated November 23, 2021, between the Company and the Sponsor.

Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this ?Agreement?), dated as of November 23, 2021, is entered into by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), and Everest Consolidator Sponsor, LLC

November 29, 2021 EX-10.5

Letter Agreement, dated November 23, 2021, between the Company and Adam Dooley.

Exhibit 10.5 November 23, 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Ever

November 29, 2021 EX-10.8

Letter Agreement, dated November 23, 2021, between the Company and Peter K. Scaturro.

Exhibit 10.8 November 23, 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Ever

November 29, 2021 EX-10.2

Registration Rights Agreement, dated November 23, 2021, between the Company and the Sponsor.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of November 23, 2021, is made and entered into by and among Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), Everest Consolidator Sponsor, LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under Holder on the sig

November 29, 2021 EX-3.1

Amended and Restated Certificate of Incorporation

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Everest Consolidator Acquisition Corporation, a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the ?DGCL?), DOES HER

November 29, 2021 EX-3.2

Amended and Restated Bylaws

Exhibit 3.2 BYLAWS OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION (THE ?CORPORATION?) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s registe

November 29, 2021 EX-10.9

Letter Agreement, dated November 23, 2021, between the Company and Jacqueline S. Shoback.

Exhibit 10.9 November 23, 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Ever

November 29, 2021 EX-10.11

Indemnity Agreement, dated November 23, 2021, between the Company and W. Brian Maillian.

EX-10.11 17 d236828dex1011.htm EX-10.11 Exhibit 10.11 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 23, 2021, by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and W. Brian Maillian (the “Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations

November 29, 2021 EX-99.2

Everest Consolidator Acquisition Corporation Announces Closing of $172.5 Million Initial Public Offering

Exhibit 99.2 Everest Consolidator Acquisition Corporation Announces Closing of $172.5 Million Initial Public Offering November 29, 2021 NEWPORT BEACH, CA ? (BUSINESS WIRE) ? Everest Consolidator Acquisition Corporation (the ?Company?) announced today the closing of its initial public offering of 17,250,000 units, which included the full exercise of the underwriter?s over-allotment option, at a pri

November 29, 2021 EX-10.15

Administrative Support Agreement, dated November 23, 2021, between the Company and the Sponsor.

Exhibit 10.15 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 November 23, 2021 Everest Consolidator Sponsor, LLC 4041 MacArthur Blvd. Newport Beach, CA 92660 Ladies and Gentlemen: This letter agreement will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the registration statement on Form S-1 (the ?Registration State

November 29, 2021 EX-10.4

Letter Agreement, dated November 23, 2021, between the Company and the Sponsor.

Exhibit 10.4 November 23, 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Evere

November 29, 2021 EX-10.6

Letter Agreement, dated November 23, 2021, between the Company and W. Brian Maillian.

EX-10.6 12 d236828dex106.htm EX-10.6 Exhibit 10.6 November 23, 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreeme

November 29, 2021 EX-4.1

Public Warrant Agreement, dated November 23, 2021, between the Company and American Stock Transfer & Trust Company, LLC, as warrant agent.

Exhibit 4.1 PUBLIC WARRANT AGREEMENT between EVEREST CONSOLIDATOR ACQUISITION CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Dated as of November 23, 2021 THIS WARRANT AGREEMENT (this ?Agreement?), dated as of November 23, 2021, is by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), and American Stock Transfer & Trust Company, LLC, a N

November 29, 2021 EX-10.1

Investment Management Trust Agreement, dated November 23, 2021, between the Company and American Stock Transfer & Trust Company, LLC, as trustee.

EX-10.1 7 d236828dex101.htm EX-10.1 Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of November 23, 2021 by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Trustee”)

November 29, 2021 EX-10.12

Indemnity Agreement, dated November 23, 2021, between the Company and Elizabeth Mora.

EX-10.12 18 d236828dex1012.htm EX-10.12 Exhibit 10.12 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 23, 2021, by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and Elizabeth Mora (the “Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as

November 29, 2021 EX-99.1

Everest Consolidator Acquisition Corporation Announces Pricing of $150 Million Initial Public Offering

Exhibit 99.1 Everest Consolidator Acquisition Corporation Announces Pricing of $150 Million Initial Public Offering November 23, 2021 NEWPORT BEACH, CA ? (BUSINESS WIRE) ? Everest Consolidator Acquisition Corporation (the ?Company?) announced today the pricing of its initial public offering of 15,000,000 units at a price of $10.00 per unit. The units will be listed on the New York Stock Exchange (

November 29, 2021 EX-4.2

Private Warrant Agreement, dated November 23, 2021, between the Company and American Stock Transfer & Trust Company, LLC, as warrant agent.

EX-4.2 6 d236828dex42.htm EX-4.2 Exhibit 4.2 PRIVATE WARRANT AGREEMENT between EVEREST CONSOLIDATOR ACQUISITION CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Dated as of November 23, 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated as of November 23, 2021, is by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and American Stock

November 29, 2021 EX-1.1

Underwriting Agreement, dated November 23, 2021, between the Company and BofA Securities, Inc.

Exhibit 1.1 Execution Version EVEREST CONSOLIDATOR ACQUISITION CORPORATION (a Delaware corporation) 15,000,000 Units UNDERWRITING AGREEMENT Dated: November 23, 2021 EVEREST CONSOLIDATOR ACQUISITION CORPORATION (a Delaware corporation) 15,000,000 Units UNDERWRITING AGREEMENT November 23, 2021 BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: Everest Consolidator A

November 29, 2021 EX-10.13

Indemnity Agreement, dated November 23, 2021, between the Company and Peter K. Scaturro.

Exhibit 10.13 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of November 23, 2021, by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), and Peter K. Scaturro (the ?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capac

November 24, 2021 424B4

$150,000,000 EVEREST CONSOLIDATOR ACQUISITION CORPORATION 15,000,000 units

Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-260343 PROSPECTUS $150,000,000 EVEREST CONSOLIDATOR ACQUISITION CORPORATION 15,000,000 units Everest Consolidator Acquisition Corporation is a newly incorporated blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combin

November 23, 2021 8-A12B

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Everest Consolidator Acquisition Corporation (Exact Na

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Everest Consolidator Acquisition Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2485792 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 4041 M

November 19, 2021 CORRESP

EVEREST CONSOLIDATOR ACQUISITION CORPORATION 4041 MacArthur Blvd Newport Beach, California 92660 (949) 610-0835

EVEREST CONSOLIDATOR ACQUISITION CORPORATION 4041 MacArthur Blvd Newport Beach, California 92660 (949) 610-0835 November 19, 2021 VIA EDGAR Office of Real Estate and Construction Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.

November 19, 2021 CORRESP

[Signature Page Follows]

CORRESP 1 filename1.htm November 19, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Michael Davis and Pam Howell Re: Everest Consolidator Acquisition Corporation Registration Statement on Form S-1 (File No. 333-260343) Request for Acceleration of Effective Date Dear Ladies and Gentlemen: In con

November 18, 2021 S-1/A

As filed with the U.S. Securities and Exchange Commission on November 18, 2021.

Table of Contents As filed with the U.S. Securities and Exchange Commission on November 18, 2021. No. 333-260343 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EVEREST CONSOLIDATOR ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 6770 86-2485792 (State

November 18, 2021 EX-1.1

Form of Underwriting Agreement.

EX-1.1 2 d172566dex11.htm EX-1.1 Exhibit 1.1 EVEREST CONSOLIDATOR ACQUISITION CORPORATION (a Delaware corporation) 15,000,000 Units UNDERWRITING AGREEMENT Dated: [*], 2021 EVEREST CONSOLIDATOR ACQUISITION CORPORATION (a Delaware corporation) 15,000,000 Units UNDERWRITING AGREEMENT [*], 2021 BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: Everest Consolidator Ac

November 18, 2021 CORRESP

811 Main Street, Suite 3700

CORRESP 1 filename1.htm 811 Main Street, Suite 3700 Houston, TX 77002 Tel: +1.713.546.5400 Fax: +1.713.546.5401 www.lw.com FIRM / AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris November 18, 2021 Dubai Riyadh Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Lo

October 29, 2021 EX-4.4

Specimen Warrant Certificate

EX-4.4 6 d172566dex44.htm EX-4.4 Exhibit 4.4 PUBLIC WARRANT AGREEMENT between EVEREST CONSOLIDATOR ACQUISITION CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Dated as of [ ], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021, is by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and American Stock Transfer & Trust

October 29, 2021 EX-10.7

Form of Letter Agreement between the Registrant and the Sponsor.

Exhibit 10.7 [?], 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Everest Conso

October 29, 2021 EX-10.9

Form of Administrative Support Agreement between the Registrant and the Sponsor.

Exhibit 10.9 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 [?], 2021 Everest Consolidator Sponsor, LLC 4041 MacArthur Blvd. Newport Beach, CA 92660 Ladies and Gentlemen: This letter agreement will confirm our agreement that, commencing on the effective date (the ?Effective Date?) of the registration statement on Form S-1 (the ?Registration Statement?) re

October 29, 2021 EX-4.1

Specimen Unit Certificate of

EX-4.1 4 d172566dex41.htm EX-4.1 Exhibit 4.1 ONE UNITS REDEEMABLE CONSISTING WARRANT OF ONE SHARE TO PURCHASE OF CLASS ONE A COMMON SHARE OF STOCK CLASS AND A COMMON ONE-HALF STOCK OF INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE EVEREST CONSOLIDATOR SEE REVERSE FOR CERTAIN DEFINITIONS This certifies that is the record holder of Units and Each one Unit -half (“Unit” (1/2)) of consists one r

October 29, 2021 EX-4.2

Specimen Class A Common Stock Certificate

Exhibit 4.2 The Corporation shall furnish without charge to each stockholder who so requests a statement of the powers, designations, preferences and relative, participating, optional or other special rights of each class of stock of the Corporation or series thereof and the qualifications, limitations or restrictions of such preferences and/or rights. Such requests shall be made to the Corporatio

October 29, 2021 EX-10.1

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

Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021 by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the ?Trustee?). WHEREAS, the Company?s registration statem

October 29, 2021 EX-10.4

Form of Indemnity Agreement.

Exhibit 10.4 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [?], 2021, by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), and [?] (the ?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are p

October 29, 2021 EX-10.10

Promissory Note, dated May 24, 2021, between the Registrant and the Sponsor.

Exhibit 10.10 THIS PROMISSORY NOTE (THIS ?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE CO

October 29, 2021 S-1/A

As filed with the U.S. Securities and Exchange Commission on October 29, 2021.

As filed with the U.S. Securities and Exchange Commission on October 29, 2021. No. 333-260343 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EVEREST CONSOLIDATOR ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 6770 86-2485792 (State or other jurisdict

October 29, 2021 EX-4.5

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

Exhibit 4.5 PRIVATE WARRANT AGREEMENT between EVEREST CONSOLIDATOR ACQUISITION CORPORATION and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC Dated as of [ ], 2021 THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [ ], 2021, is by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), and American Stock Transfer & Trust Company, LLC, a New York limited

October 29, 2021 EX-3.2

Form of Amended and Restated Certificate of Incorporation.

Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) Everest Consolidator Acquisition Corporation, a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the “DGCL”), DOES HER

October 29, 2021 EX-10.8

Form of Letter Agreement between the Registrant and each director and executive officer of the Registrant

Exhibit 10.8 [?], 2021 Everest Consolidator Acquisition Corporation 4041 MacArthur Blvd. Newport Beach, CA 92660 BofA Securities, Inc. One Bryant Park New York, NY 10036 Re: Initial Public Offering Ladies and Gentlemen: This letter (the ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) entered into by and between Everest Cons

October 29, 2021 EX-10.2

Form of Registration Rights Agreement among the Registrant, the Sponsor and the Holders signatory thereto.

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Everest Consolidator Acquisition Corporation, a Delaware corporation (the ?Company?), Everest Consolidator Sponsor, LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under Holder on the signature p

October 29, 2021 EX-3.4

Form of Amended and Restated Bylaws

Exhibit 3.4 BYLAWS OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION (THE ?CORPORATION?) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation?s registe

October 29, 2021 EX-10.3

Form of Private Placement Warrants Purchase Agreement between the Registrant and the Sponsor.

Exhibit 10.3 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2021, is entered into by and between Everest Consolidator Acquisition Corporation, a Delaware corporation (the “Company”), and Everest Consolidator Sponsor, LLC – Warra

October 19, 2021 S-1

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

Table of Contents As filed with the U.S. Securities and Exchange Commission on October 18, 2021. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EVEREST CONSOLIDATOR ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Delaware 6770 86-2485792 (State or other jurisdiction of

October 19, 2021 EX-3.1

Certificate of Incorporation.

Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 04:48 PM 03/08/2021 FILED 04:48 PM 03/08/2021 SR 20210834691 - File Number 5412930 CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION March 8, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certifica

October 19, 2021 EX-3.3

BYLAWS EVEREST CONSOLIDATOR ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I

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

October 19, 2021 EX-10.6

Repurchase Agreement & Amendment No. 1 to Securities Subscription Agreement, dated September 24, 2021, between the Registrant and the Sponsor.

Exhibit 10.6 EVEREST CONSOLIDATOR ACQUISITION CORPORATION 4041 MacArthur Blvd Newport Beach, California 92660 September 24, 2021 Everest Consolidator Sponsor, LLC 4041 MacArthur Blvd Newport Beach, California 92660 RE: Repurchase Agreement & Amendment No. 1 to Securities Subscription Agreement (this “Agreement”) Ladies and Gentlemen: Reference is made to that certain Securities Subscription Agreem

October 19, 2021 EX-10.5

Securities Subscription Agreement, dated March 15, 2021, between the Registrant and the Sponsor.

Exhibit 10.5 EVEREST CONSOLIDATOR ACQUISITION CORPORATION 4041 MacArthur Blvd Newport Beach, California 92660 March 15, 2021 Everest Consolidator Sponsor, LLC 4041 MacArthur Blvd Newport Beach, California 92660 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the ?Agreement?) is entered into on the date set forth above by and between Everest Consolidator Sponsor, LLC, a

October 18, 2021 CORRESP

811 Main Street, Suite 3700

CORRESP 1 filename1.htm 811 Main Street, Suite 3700 Houston, TX 77002 Tel: +1.713.546.5400 Fax: +1.713.546.5401 www.lw.com FIRM /AFFILIATE OFFICES Austin Milan Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris October 18, 2021 Dubai Riyadh Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai Houston Silicon Valley London Singapore Los

May 25, 2021 EX-3.3

BYLAWS EVEREST CONSOLIDATOR ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I

EX-3.3 3 filename3.htm Exhibit 3.3 BYLAWS OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as th

May 25, 2021 EX-3.1

CERTIFICATE OF INCORPORATION EVEREST CONSOLIDATOR ACQUISITION CORPORATION March 8, 2021

EX-3.1 2 filename2.htm Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 04:48 PM 03/08/2021 FILED 04:48 PM 03/08/2021 SR 20210834691 - File Number 5412930 CERTIFICATE OF INCORPORATION OF EVEREST CONSOLIDATOR ACQUISITION CORPORATION March 8, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, an

May 25, 2021 DRS

This is a confidential draft submission to the U.S. Securities and Exchange Commission on May 25, 2021 and is not being filed under the Securities Act of 1933, as amended.

Table of Contents This is a confidential draft submission to the U.S. Securities and Exchange Commission on May 25, 2021 and is not being filed under the Securities Act of 1933, as amended. No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EVEREST CONSOLIDATOR ACQUISITION CORPORATION (Exact name of regi

May 25, 2021 EX-10.5

EVEREST CONSOLIDATOR ACQUISITION CORPORATION 4041 MacArthur Blvd Newport Beach, California 92660

Exhibit 10.5 EVEREST CONSOLIDATOR ACQUISITION CORPORATION 4041 MacArthur Blvd Newport Beach, California 92660 March 15, 2021 Everest Consolidator Sponsor, LLC 4041 MacArthur Blvd Newport Beach, California 92660 RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the ?Agreement?) is entered into on the date set forth above by and between Everest Consolidator Sponsor, LLC, a

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