Item 8.01. Other Events
On May 26, 2023, Senior Connect Acquisition Corp. I (the "Company") issued a
press release announcing that the board of directors of the Company has
unanimously voted to accelerate the deadline by which the Company must complete
an initial business combination to June 8, 2023. Therefore, the Company will not
consummate an initial business combination within the time period required by
its Amended and Restated Certificate of Incorporation (as amended on December
12, 2023, the "Amended Charter"). As a result, the Company intends to dissolve
and liquidate in accordance with the provisions of the Amended Charter,
effective as of the close of business on June 9, 2023, and will redeem all of
the outstanding shares of Class A common stock that were included in the units
issued in its initial public offering (the "Public Shares"), at an estimated
per-share redemption price of approximately $10.03 (after deducting anticipated
liquidation expenses and tax obligations of the Company).
As of the close of business on June 9, 2023, the Public Shares will be deemed
cancelled and will represent only the right to receive the redemption amount.
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 liquidate the securities held in 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 will receive
their pro rata portion of the proceeds of the trust account by delivering their
Public Shares to Continental Stock Transfer & Trust Company, the Company's
transfer agent. Beneficial owners of Public Shares held in "street name,"
however, will not need to take any action in order to receive the redemption
amount. The redemption of the Public Shares is expected to be completed within
ten business days after June 9, 2023.
The Company's sponsor has agreed to waive its redemption rights with respect to
its outstanding Class B 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.
The Company expects that The Nasdaq Stock Company LLC will file a Form 25 with
the United States Securities and Exchange Commission (the "Commission") to
delist the Company's securities. The Company thereafter expects to file a Form
15 with the Commission to terminate the registration of its securities under the
Securities Exchange Act of 1934, as amended. The Company anticipates that the
Public Shares will cease trading as of the close of business on June 9, 2023.
A copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated herein by reference.
Forward-Looking Statements
This press release contains statements that constitute "forward-looking
statements." Forward-looking statements are subject to numerous conditions, many
of which are beyond the control of the Company, including those set forth in the
Risk Factors section of the Company's registration statement and prospectus for
the offering filed with the SEC. Copies are available on the SEC's website,
www.sec.gov. The Company undertakes no obligation to update these statements for
revisions or changes after the date of this release, except as required by law.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
99.1 Press Release, dated May 26, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
1
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SENIOR CONNECT ACQUISITION CORP. I 
