Heidmar Inc. entered into a definitive agreement to acquire Home Plate Acquisition Corp. (NasdaqGM:HPLT) from Home Plate Sponsor LLC and others for approximately $200 million in a reverse merger transaction on March 19, 2023. The consideration to be received by Heidmar Shareholders shall be the issuance of an aggregate number of HPLT common shares equal to (a) $160,000,000 divided by (b) $10.00. As additional consideration, HPLT will issue to eligible Company Shareholders up to an aggregate of 3,900,000 Earnout Shares, subject to certain triggering events. The transaction values the combined company at a pro forma implied equity value of approximately $261.4 million. Heidmar's existing shareholders are expected to own approximately 65% of the pro forma combined company. Upon completion of the proposed transaction, the combined company will operate under the “Heidmar” name and be listed on NASDAQ under the ticker symbol “HMAR”. Pankaj Khanna, Chief Executive Officer of Heidmar, will continue as Chief Executive Officer of the combined company. Daniel Ciporin, Chairman and Chief Executive Officer of Home Plate, and Jonathan Rosenzweig, Director and Chief Financial Officer of Home Plate, will join the Heidmar Board.

The transaction will require the approval of the shareholders of Home Plate and is subject to several closing conditions including completion of SEC review, regulatory approvals, the Available Closing Cash Amount shall be no less than $40,000,000 with Home Plate having made all necessary and appropriate arrangements prior to the Closing Date for any portion held in the Trust Account to be released, all applicable waiting periods under the Antitrust Laws relating to the Transactions having expired or terminated with all required Consents obtained, Home Plate having at least $5,000,001 of net tangible assets, Shares issued under the transaction having been approved for listing on NASDAQ, the Registration Statement shall have become effective, the Ancillary Documents required to be executed by Heidmar and Heidmar Shareholders according to the Business Combination Agreement at or prior to the Closing Date shall have been executed and delivered to the Home Plate and the satisfaction of other customary closing conditions. The Board of Directors of both Home Plate and Heidmar have unanimously approved the transaction. Heidmar Shareholders have approved this Agreement.

Jefferies is serving as capital markets advisor to Home Plate and private placement agent on the PIPE and is being represented by Paul Hastings LLP. Paul Sheridan and Daniel Breslin of Latham & Watkins LLP serving as counsels to Home Plate. ClearThink is also acting as special advisor to Home Plate. Keith Billotti of Seward & Kissel LLP is serving as counsel to Heidmar. Seaborne Capital Advisors is acting as financial advisor to Heidmar.