Item 8.01. Other Events.
As previously disclosed,
? a proposal to amend the Company's amended and restated certificate of incorporation (the "charter"), to allow the Company to issue securities as a dividend prior to the consummation of an initial business combination, and specifically to allow the Company to issue rights as a dividend in connection with the special meeting (the "Contemplated Dividend") as more fully described in the Proxy Statement (the "Issuance Amendment Proposal");
? a proposal to amend the charter to extend the date by which the Company has
to consummate an initial business combination (the "Extension") from
? a proposal to adjourn the special meeting to a later date or dates, if we determine that additional time is necessary to effectuate the Extension.
The Company's board of directors has fixed the close of business on
As described in the Proxy Statement, the holders of shares of common stock sold
in the Company's initial public offering (the "IPO") and held by public
stockholders (the "public shares") may elect to have their public shares
redeemed for their pro rata portion of the funds held in the trust account (the
"trust account") established in connection with the IPO (calculated as of two
business days prior to the special meeting) if the Extension Amendment Proposal
is approved and the Extension is implemented. Holders of public shares do not
need to vote on the Extension Amendment Proposal (or any other proposal to be
voted upon at the special meeting) or be a holder of record on the record date
for the special meeting to exercise redemption rights. It is currently
anticipated that holders of public shares that exercise their redemption rights
in connection with the Extension Amendment Proposal would receive
Additionally, as described in the Proxy Statement, pursuant to the Inflation
Reduction Act of 2022 (the "IR Act"), commencing in 2023, a 1%
1
© Edgar Online, source