LOS ANGELES, Dec. 30, 2022 /PRNewswire/ -- Marlin Technology
Corporation (the "Company") (Nasdaq: FINM), a special purpose
acquisition company, today announced that it will redeem all of its
outstanding Class A ordinary shares, par value $0.0001 previously issued to the public (the
"Public Shares"), effective as of the close of business on
January 17, 2023, because the Company
will not consummate an initial business combination within the time
period required by its Amended and Restated Memorandum and Articles
of Association (the "Articles").
As stated in the Company's Articles and in the Company's
registration statement on Form S-1 (Registration No. 333-250935),
initially filed with the United States Securities and Exchange
Commission (the "Commission") on November
24, 2020, relating to the Company's initial public offering
(the "Form S-1"), if the Company is unable to complete an initial
business combination within 24 months of the initial public
offering, the Company will: (i) cease all operations except for the
purpose of winding up, (ii) as promptly as reasonably possible but
not more than ten business days thereafter, redeem the Public
Shares, at a per-share price, payable in cash, equal to the
aggregate amount then on deposit in the Company's trust account
(the "Trust Account"), including interest earned on the funds held
in the Trust Account and not previously released to the Company to
pay its income taxes, if any (less up to $100,000 of interest to pay dissolution expenses)
divided by the number of the then-outstanding Public Shares, which
redemption will completely extinguish Public Shareholders' rights
as shareholders (including the right to receive further liquidation
distributions, if any); and (iii) as promptly as reasonably
possible following such redemption, subject to the approval of the
Company's remaining shareholders and the Company's board of
directors, liquidate and dissolve, subject in the case of clauses
(ii) and (iii), to the Company's obligations under Cayman Islands law to provide for claims of
creditors and the requirements of other applicable law.
Net of taxes and dissolution expenses, the per-share redemption
price for the Public Shares is expected to be approximately
$10.14 (the "Redemption Amount"). In
accordance with the terms of the related trust agreement, the
Company expects to retain $100,000 of
the interest and dividend income from the Trust Account to pay
dissolution expenses.
The Company anticipates that the last day of trading in the
Class A ordinary shares will be January 13,
2023. As of the close of business on January 17, 2023, the Public Shares will be
deemed cancelled and will represent only the right to receive the
Redemption Amount.
The Redemption Amount will be payable to the holders of the
Public Shares upon presentation of their respective share or unit
certificates or other delivery of their shares or units to the
Company's transfer agent, Continental Stock Transfer & Trust
Company. Beneficial owners of Public Shares held in "street name,"
however, will not need to take any action in order to receive the
Redemption Amount.
There will be no redemption rights or liquidating distributions
with respect to the Company's warrants. The Company's initial
shareholders has waived their redemption rights with respect to the
outstanding outstanding Class B ordinary shares issued prior to the
Company's initial public offering. After January 17, 2023, the Company shall cease all
operations except for those required to wind up the Company's
business.
The Company expects that The Nasdaq Stock Market LLC will file a
Form 25 with the Commission to delist its 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.
About Marlin Technology
Corporation
Marlin Technology Corporation is a blank check company formed
for the purpose of effecting a merger, share exchange, asset
acquisition, share purchase, reorganization or similar business
combination with one or more businesses.
Forward-Looking
Statements
This press release 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 impact of the Company's restatement of
certain historical financial statements, the Company's cash
position and cash held in the Trust Account and any proposed
remediation measures with respect to identified material
weaknesses. 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.
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SOURCE Marlin Technology Corporation