Item 8.01. Other Events.
On
The Extraordinary General Meeting is being held for the purposes of considering and voting on the following proposals:
? To amend the Company's Amended and Restated Articles of Association (the "Articles of Association") to give the Company the right to extend the date by which it has to consummate a business combination (the "Combination Period") up to twelve (12) times for an additional one (1) month each time, fromMay 11, 2023 toMay 11, 2024 (as extended, the "Extended Date") (i.e., for a period of time ending 27 months after the consummation of its initial public offering (the "IPO")). ? To amend the Company's investment management trust agreement, dated as ofFebruary 8, 2022 , by and between the Company andContinental Stock Transfer & Trust Company (the "Trustee"), to allow the Company to extend the Combination Period up to twelve (12) times for an additional one (1) month each time fromMay 11, 2023 to the Extended Date by depositing into the Trust Account, for each one-month extension, the lesser of (a)$160,000 and (b)$0.055 for each Class A ordinary share issued and outstanding after giving effect to the Redemption. ? To amend the Articles of Association to expand the methods that the Company may employ to not become subject to the "penny stock" rules of theSecurities and Exchange Commission . ? To amend the Articles of Association to provide for the right of a holder of the Company's Class B ordinary shares, par value$0.0001 per share, to convert into Class A ordinary shares, par value$0.0001 per share, of the Company on a one-for-one basis at any time and from time to time prior to the closing of a business combination at the election of the holder.
Each of the foregoing proposals is described in more detail in the definitive
proxy statement related to the Extraordinary General Meeting filed by the
Company with the
The record date for the Extraordinary General Meeting remains the close of
business on
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
Forward Looking Statements
This Current Report on Form 8-K includes "forward-looking statements" within the
meaning of the safe harbor provisions of the United States Private Securities
Litigation Reform Act of 1995. Certain of these forward-looking statements can
be identified by the use of words such as "believes," "expects," "intends,"
"plans," "estimates," "assumes," "may," "should," "will," "seeks," or other
similar expressions. Such statements may include, but are not limited to,
statements regarding the approval of certain proposals at the Extraordinary
General Meeting or the implementation of the Extension. These statements are
based on current expectations on the date of this Current Report on Form 8-K and
involve a number of risks and uncertainties that may cause actual results to
differ significantly, including those risks set forth in the Definitive Proxy
Statement, the Company's most recent Annual Report on Form 10-K and subsequent
Quarterly Reports on Form 10-Q and other documents filed with the
Additional Information and Where to Find It
Investors and security holders of the Company are advised to read the Definitive
Proxy Statement because it contains important information about the
Extraordinary General Meeting and the Company. Investors and security holders of
the Company may also obtain a copy of the Definitive Proxy Statement, as well as
other relevant documents that have been or will be filed by the Company with the
Participants in the Solicitation
The Company and certain of its directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies from the Company's shareholders in respect of the proposals to be considered and voted on at the Extraordinary General Meeting. Information concerning the interests of the directors and executive officers of the Company is set forth in the Definitive Proxy Statement, which may be obtained free of charge from the sources indicated above.
Item 9.01. Financial Statements and Exhibits.
Exhibit No. Description 99.1 Press Release, datedMay 9, 2023 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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