Item 5.03 Amendments to Certificate of Incorporation or Bylaws; Change in Fiscal
Year
On October 13, 2022, Bridgetown Holdings Limited (the "Company") held its
extraordinary general meeting in lieu of the 2022 annual general meeting of
shareholders (the "EGM"). At the EGM, the Extension Amendment Proposal (as
defined below) to amend the Company's Amended and Restated Memorandum and
Articles of Association ("Charter Amendment") was approved. Under Cayman Islands
law, the Charter Amendment took effect upon approval of the Extension Amendment
Proposal. The Company plans to file the Charter Amendment with the Cayman
Islands General Registry within 15 days of the EGM. The terms of the Charter
Amendment are set forth in the Company's definitive proxy statement filed with
the Securities and Exchange Commission on September 29, 2022.
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the EGM, the Company's shareholders were presented with a proposal to extend
the date by which the Company must consummate an initial business combination
from October 20, 2022 (which is 24 months from the closing of the Company's
initial public offering) to October 20, 2023 (or such earlier date as determined
by the Company's Board of Directors) by amending the Company's Amended and
Restated Memorandum and Articles of Association (the "Extension Amendment
Proposal").
Set forth below are the final voting results for the Extension Amendment
Proposal. Pursuant to the Company's Amended and Restated Memorandum and Articles
of Association, and as required by Cayman Islands law, the approval of the
Extension Amendment Proposal requires the affirmative vote of at least
two-thirds of holders of Class A and Class B ordinary shares (the "Ordinary
Shares") who attend and vote at the EGM with a quorum.
The Extension Amendment Proposal was approved with the following vote from the
holders of Ordinary Shares:
For Against Abstentions Broker Non-Votes
46,720,140 6,352,133 3,595 0
In connection with the vote to approve the Extension Amendment Proposal, the
holders of 44,406,317 Class A ordinary shares properly exercised their right to
redeem their shares for cash at a redemption price of approximately $10.08 per
share, for an aggregate redemption amount of approximately $447,637,640.94, in
connection with the Extension Amendment Proposal.
A proposal to adjourn the EGM to a later date was not presented because there
were enough votes to approve the Extension Amendment Proposal.
[Signature to follow]
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