Ackrell SPAC Partners I Co. Announces Termination of Business Combination Agreement by North Atlantic Imports, LLC d/b/a Blackstone Products, and Resulting Trust Liquidation
01 September 2022 - 07:09AM
GlobeNewswire Inc.
Ackrell SPAC Partners I Co. (NASDAQ: ACKIU) (the “Company”), a
special purpose acquisition company, announced today that, on
August 27, 2022, the Company received a notice from North Atlantic
Imports, LLC (“NAI”) purporting to unilaterally terminate the
Business Combination Agreement dated as of December 22, 2021 by and
between the Company, NAI, Ackrell Merger Sub Inc., Roger Dahle, and
North Atlantic Imports, Inc. (the “BCA”).
As previously reported in the Company’s Current Report on Form
8-K filed on August 25, 2022, NAI had declined to loan the Company
the $200,000 requested pursuant to the Company’s promissory note
dated June 21, 2022 issued to NAI, in the principal amount of up to
$600,000 (the “NAI Promissory Note”). Prior to the close of
business today, August 31, the Company had not received under the
NAI Promissory Note, nor secured from any other party, the $200,000
required to be deposited by today into the trust account (the
“Trust Account”) by the Company’s Amended and Restated Certificate
of Incorporation, as amended (the “Company Charter”), to extend the
date by which it must consummate an initial business combination
(the “Termination Date”) to beyond August 23, 2022.
Under the Company Charter, if the Company does not consummate an
initial business combination by the Termination Date, the Company
is required to (i) immediately commence a wind down of operations,
(ii) as soon as practical liquidate the Trust Account and
redeem all of the outstanding subunits that were included in the
units issued in its initial public offering (the “Public
Subunits”), and (iii) fulfill its duties to any creditors.
Therefore, as of the close of business on August 31, 2022, the
Public Subunits 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 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 Subunits. Beneficial owners of Public
Subunits will not need to take any action in order to receive the
redemption amount. The redemption of the Public Subunits is
expected to be completed within ten business days. It is
anticipated that the Public Subunits will be redeemed at a
per-subunit redemption price of approximately $10.38 (which is net
of taxes payable).
The Company’s initial stockholders, including Ackrell SPAC
Sponsors I LLC, the sponsor of the Company, and EarlyBird Capital
Inc., the underwriter for the Company’s initial public offering
(“IPO”), and their affiliates have waived their redemption rights
with respect to their outstanding common stock issued prior to the
Company’s IPO.
There will be no redemption rights or
liquidating distributions with respect to the Company’s warrants,
which will expire worthless.
About Ackrell SPAC Partners I Co.
Ackrell SPAC Partners I Co. is a blank check
company formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses.
Cautionary Note Regarding Forward-Looking
Statements
This press release 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 press release are
forward-looking statements. When used in this press release, 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 Securities and Exchange
Commission (“SEC”). All subsequent written or oral forward-looking
statements attributable to us or persons acting on our behalf are
qualified in their entirety by this paragraph. 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 Company’s initial public offering and other
reports filed with the SEC. The Company undertakes no obligation to
update these statements for revisions or changes after the date of
this release, except as required by law.
Investor Contact:
Ackrell SPAC Partners I Co.(650)
560-4753Info@ackrellspac.com
Ackrell SPAC Partners I (NASDAQ:ACKIT)
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