Item 8.01 Other Events.
On
Amendment and Supplement to the Definitive Proxy Statement
On
The Company has determined to amend and supplement the Definitive Proxy Statement as described herein (the "Proxy Supplement") solely to correct typographical errors regarding the amount held int the Trust Account (as defined in the Proxy Statement).
AMENDMENT AND SUPPLEMENT TO THE DEFINITIVE PROXY STATEMENT
The Company is providing additional information to its shareholders, as
described in this amendment and supplement to the Definitive Proxy Statement
filed with the
Certain disclosure on page 3 of the Definitive Proxy Statement under Questions and Answers About These Proxy Materials is hereby amended and restated to read as follows:
If the Extension Amendment Proposal is approved and the Extension is
implemented, the removal of the Withdrawal Amount from the Trust Account in
connection with the Election will reduce the amount held in the Trust Account
following the Election. We cannot predict the amount that will remain in the
Trust Account following the completion of the Extension, and the amount
remaining in the Trust Account may be only a small fraction of the approximately
Certain disclosure on page 6 of the Definitive Proxy Statement under Questions and Answers About These Proxy Materials is hereby amended and restated to read as follows:
If the Extension Amendment Proposal is approved and the Extension is
implemented, the removal of the Withdrawal Amount from the Trust Account in
connection with the Election will reduce the amount held in the Trust Account
following the Election, which will also increase the percentage interest in the
Ordinary Shares held by the Company's initial shareholders, directors and
officers, and their respective affiliates. We cannot predict the amount that
will remain in the Trust Account if the Extension Amendment Proposal is approved
and the amount remaining in the Trust Account may be only a small fraction of
the approximately
Certain disclosure on page 11 of the Definitive Proxy Statement under Risk Factors is hereby amended and restated to read as follows:
We do not believe that our principal activities will subject us to regulation
under the Investment Company Act. However, if we were deemed to be subject to
the Investment Company Act, compliance with these additional regulatory burdens
would require additional expenses for which we have not allotted funds and may
hinder our ability to complete the Business Combination. In such circumstances,
we would expect to abandon our efforts to complete the Business Combination and
liquidate the Trust Account. If we are unable to complete our initial business
combination within the required time period and are required to liquidate the
Trust Account, our public stockholders may receive only approximately
Certain disclosure on page 12 of the Definitive Proxy Statement under Risk Factors is hereby amended and restated to read as follows:
Because we have only a limited time to complete our initial business
combination, our failure to obtain any required approvals within the requisite
time period may require us to liquidate. If we liquidate, our public
shareholders may only receive
Participants in the Solicitation
The Company and 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 Extension. Information regarding the Company's
directors and executive officers is available in its annual report on Form 10-K
filed with the
No Offer or Solicitation
This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.
Additional Information
The Company has filed with the
Forward-Looking Statements
The information included herein may include, and oral statements made from time
to time by representatives of the Company may include, "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
Statements regarding possible business combinations and the financing thereof,
and related matters, as well as all other statements other than statements of
historical fact included in this document are forward-looking statements. When
used in this document, words such as "anticipate," "believe," "continue,"
"could," "estimate," "expect," "intend," "may," "might," "plan," "possible,"
"potential," "predict," "project," "should," "would" and similar expressions, as
they relate to us or our management team, identify forward-looking statements.
Such forward-looking statements are based on the beliefs of management, as well
as assumptions made by, and information currently available to, the Company's
management. Actual results could differ materially from those contemplated by
the forward-looking statements as a result of certain factors detailed in the
Company's filings with the
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