Item 1.01. Entry into a Material Definitive Agreement
The information set forth in Item 3.03 of this Current Report on Form 8-K related to the amendment of the Trust Agreement (as defined below) is incorporated herein by reference.
Item 3.03. Material Modification to Rights of Security Holders.
The information set forth in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference.
At the special meeting of stockholders of
CLIM filed the Amendment with the Secretary of State of the
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Special Meeting, a total of 23,622,018 (78.25%) of CLIM's issued and
outstanding shares of common stock held of record at the close of business on
The Charter Amendment Proposal
The Charter Amendment Proposal was approved. The voting results of the shares of the common stock were as follows:
For Against Abstentions 23,357,225 264,533 260 The Trust Amendment Proposal
The Trust Amendment Proposal was approved. The voting results of the shares of the common stock were as follows:
For Against Abstentions 23,357,225 264,533 260
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 CLIM will not be able to complete
an initial Business Combination by the Amended Termination Date, CLIM will be
obligated to redeem all Public Shares as promptly as reasonably possible but not
more than ten business days after the Amended Termination Date (the "Mandatory
Redemption") and the Company's warrants will expire worthless. The Company
expects to complete the Mandatory Redemption on or around
The Company expects to file a certificate of dissolution with the Secretary of
State of the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
3.1 Amendment to Amended and Restated Certificate of Incorporation 10.1 Amendment to Trust Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 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 wind up of CLIM. 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, including, without limitation, the receipt of the requisite stockholder approval to effect this proposed transaction. These forward-looking statements speak only as of the date of Current Report on Form 8-K, and CLIM 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 CLIM, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, for risks and uncertainties related to CLIM's business which may affect the statements made in this Current Report on Form 8-K.
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