Item 1.01 Entry Into A Material Definitive Agreement.
On
The Sponsor may enter into other Non-Redemption Agreements with one or more shareholders that agree not to redeem all or a portion of their Class A ordinary shares in connection with the Extension Proposal. No additional funds will be deposited into BCSA's trust account.
Until the earlier of (i) the consummation of BCSA's initial business
combination; (ii) the liquidation of BCSA's trust account; and (iii) 24 months
after consummation of BCSA's initial public offering, BCSA will maintain the
investment of funds held in its trust account in
BCSA will not utilize any funds from the trust account to pay any potential excise taxes that may become due upon a redemption of Class A ordinary shares, including in connection with a liquidation of BCSA if it does not effect an initial business combination prior to its termination date.
The foregoing summary of the Non-Redemption Agreements does not purport to be complete and is qualified in its entirety by reference to the form of Non-Redemption and Share Transfer Agreement attached hereto as Exhibit 10.1 and incorporated herein by reference.
Participants in the Solicitation
BCSA and its directors, executive officers, other members of management and
employees may, under
No Offer or Solicitation
This Current Report on Form 8-K is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities and does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor will there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities will be made except by means of a prospectus meeting the requirements of the Securities Act.
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Forward Looking Statements
Certain statements made herein are not historical facts but are forward-looking
statements for purposes of the safe harbor provisions under the Private
Securities Litigation Reform Act of 1995. Forward-looking statements generally
are accompanied by words such as "believe," "may," "will," "estimate,"
"continue," "anticipate," "intend," "expect," "should," "would," "plan,"
"predict," "potential," "seem," "seek," "future," "outlook" and similar
expressions that predict or indicate future events or trends or that are not
statements of historical matters. These statements are based on the current
expectations of BCSA's management and are not predictions of actual performance.
These forward-looking statements are provided for illustrative purposes only and
are not intended to serve as, and must not be relied on, by any investor as a
guarantee, an assurance, a prediction or a definitive statement of fact or
probability. Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. These statements are subject to a
number of risks and uncertainties indicated from time to time in BCSA's filings
with the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Description 10.1 Form of Non-Redemption and Share Transfer Agreement. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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