Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
As previously disclosed in the Form 12b-25 filed on
On
Item 5.07. Submission of Matters to a Vote of Security Holders.
On
The final voting results for the Extension Amendment Proposal were as follows:
For Against Abstain Broker Non-Votes 10,456,816 757 0 0
Stockholders holding 8,543,668 shares of the Company's common stock exercised
their right to redeem such shares for a pro rata portion of the funds in the
Company's trust account for approximately
Notwithstanding the stockholder approval of the Extension Amendment Proposal, the board of directors of the Company has determined that it is in the best interests of the Company and its stockholders to abandon and not implement the Extension Amendment Proposal, in accordance with the Amended and Restated Certificate of Incorporation.
Item 8.01. Other Events.
Due to the Company's inability to consummate an initial business combination
within the time period required by its Amended and Restated Certificate of
Incorporation, the Company intends to dissolve and liquidate in accordance with
the provisions of its Amended and Restated Certificate of Incorporation and will
redeem all of the shares of outstanding common stock that were included in the
units issued in its initial public offering (the "Public Shares"), at a
per-share redemption price of approximately
As of the close of business on
1
In order to provide for the disbursement of funds from the trust account, the
Company has instructed the trustee of the trust account to take all necessary
actions to immediately liquidate the trust account. The proceeds of the trust
account will be held in a non-interest bearing account while awaiting
disbursement to the holders of the Public Shares. Record holders may redeem
their shares for their pro rata portion of the proceeds of the trust account by
delivering their Public Shares to
The Company's initial stockholders have waived their redemption rights with respect to its outstanding common stock issued prior to the Company's initial public offering.
There will be no redemption rights or liquidating distributions with respect to the Company's warrants, which will expire worthless.
On
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed with this Form 8-K:
Exhibit No. Description of Exhibits 99.1 Press Release, datedApril 28, 2022 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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