Item 8.01. Other Events.
On
SUPPLEMENT TO PROXY STATEMENT OFSHELTER ACQUISITION CORPORATION I DatedDecember 7, 2022
The following disclosures in this Current Report on Form 8-K supplement, and should be read in conjunction with, the disclosures contained in the Definitive Proxy Statement, which in turn should be read in its entirety. In each instance, the bold and underlined language is added and the struck language is removed.
All other information in the Definitive Proxy Statement remains unchanged. To the extent the information set forth herein differs from or updates information contained in the Definitive Proxy Statement, the information set forth herein shall supersede or supplement the information in the Definitive Proxy Statement.
As provided in the Definitive Proxy Statement, the Company is seeking
stockholder approval of, among other things, an amendment to its amended and
restated certificate of incorporation to extend the date by which the Company
has to consummate its initial business combination from
All page and paragraph references used herein refer to the Definitive Proxy Statement before any additions or deletions resulting from the revised disclosures, and terms used herein, unless otherwise defined, have the meanings set forth in the Definitive Proxy Statement.
Clarifications
The sentences beginning "The purpose of the Extension Amendment and the Trust Amendment is to" on pages 1, 16 and 17 of the Definitive Proxy Statement are hereby amended and restated as follows:
The purpose of the Extension Amendment and the Trust Amendment is to allow us
more time to until
The first sentence of each of the paragraphs beginning "If the Extension Amendment Proposal is approved, the board will be granted the authority" on pages 2, 4, 8 and 16 of the Definitive Proxy Statement are hereby amended as follows:
If the Extension Amendment Proposal is approved, the board will be granted the
authority to cease all operations of the Company and to wind up prior to
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The paragraph beginning "Accordingly, our board is proposing the Extension Amendment Proposal" on page 5 of the Definitive Proxy Statement is hereby amended as follows:
Accordingly, our board is proposing the Extension Amendment Proposal to amend
our Certificate in the form set forth in Annex A hereto to extend the date by
which we must (1) consummate our initial business combination, (2) cease our
operations except for the purpose of winding up if we fail to complete such
business combination, and (3) redeem all the public shares, from
The first bullet point on page 4 of the Definitive Proxy Statement is hereby amended and restated as follows:
? a proposal to amend our Certificate to extend the date by which we have to
consummate our initial business combination from
2023 or such earlier date as determined by our board to be in the best
interests of the Company (which earlier date may be prior to
The sentence beginning "We will continue our efforts" on page 8 of the Definitive Proxy Statement is hereby amended and restated as follows:
We will continue our efforts to consummate an initial business combination until
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 Special Meeting and the board's authority if the proposals at the Special Meeting are approved. 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. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.
Additional Information and Where to Find It
On
Participants in the Solicitation
The Company and its respective directors and officers may be deemed to be participants in the solicitation of proxies from stockholders in connection with the Special Meeting. Additional information regarding the identity of these potential participants and their direct or indirect interests, by security holdings or otherwise, is set forth in the Definitive Proxy Statement. You may obtain free copies of these documents using the sources indicated above.
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