Item 1.01 Entry into a Material Definitive Agreement.
The information set forth in Item 3.03 is incorporated herein by reference to the extent required.
Item 3.03 Material Modification to Rights of Security Holders.
The information set forth in Item 8.01 is incorporated herein by reference to the extent required.
At the special meeting of stockholders of
The Company filed the Charter Amendment with the Secretary of State of the
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
The information included in Item 3.03 is incorporated by reference to the extent required.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The information set forth in Item 3.03 of this Current Report on Form 8-K is incorporated herein by reference.
At the Special Meeting, the following proposals (the "Proposals") were
considered and acted upon by the stockholders of the
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1. The Charter Amendment Proposal
For Against Abstain 29,435,184 291 0
Accordingly, the Charter Amendment Proposal was approved.
2. The Trust Amendment Proposal
For Against Abstain 29,435,184 291 0
Accordingly, the Trust Amendment Proposal was approved.
As there were sufficient votes to approve the Proposals, the "Adjournment Proposal" described in the Proxy Statement was not presented to stockholders.
Item 8.01 Other Events
Since the Proposals were approved, and because the Company did not complete an
initial Business Combination by the Amended Termination Date, the Company will
redeem all of its shares of Class A common stock, par value
The Company expects that the last day of trading of its securities on Nasdaq
will be
Forward-Looking Statements
This Current Report on Form 8-K includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the proposed early unwind, de-listing of the Company's securities, redemption and redemption amount. These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These forward-looking statements speak only as of the date of this Current Report on Form 8-K, and the Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Please refer to the publicly filed documents of the Company, including the Proxy Statement and its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, for risks and uncertainties related to the Company's business which may affect the statements made in this communication.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 3.1 Amendment to Amended and Restated Certificate of Incorporation 10.1 Amendment to the Trust Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3
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