The foregoing description of the amendments to the Articles is qualified in its entirety by the full text of the Amendment to the Amended and Restated Memorandum and Articles of Association, which is filed as Exhibit 3.1 hereto and incorporated herein by reference.
| Item 5.07. |
Submission of Matters to a Vote of Security Holders. |
At the Meeting, holders of 21,412,868 of the Company’s ordinary shares were present in person or represented by proxy, which represented approximately 76.13% of the ordinary shares issued and outstanding and entitled to vote as of the record date of May 12, 2023.
At the Meeting, the Company’s shareholders approved the following items: (i) the Extension Amendment Proposal; (ii) a proposal to approve the Trust Amendment (such proposal, the “Trust Amendment Proposal”); (iii) the Founder Share Amendment Proposal; and (iv) a proposal to approve the adjournment of the Meeting to a later date or dates if necessary (such proposal, the “Adjournment Proposal”).
Set forth below are the final voting results for each of the proposals presented at the Meeting:
Approval of Proposal 1 - Extension Amendment Proposal
|
|
|
|
|
| Votes For |
|
Votes Against |
|
Abstentions |
| 20,480,457 |
|
932,411 |
|
0 |
Approval of Proposal 2 - Trust Amendment Proposal
|
|
|
|
|
| Votes For |
|
Votes Against |
|
Abstentions |
| 20,480,457 |
|
932,411 |
|
0 |
Approval of Proposal 3 - Founder Share Amendment Proposal
|
|
|
|
|
| Votes For |
|
Votes Against |
|
Abstentions |
| 20,480,457 |
|
932,411 |
|
0 |
Approval of Proposal 4 - Adjournment Proposal
|
|
|
|
|
| Votes For |
|
Votes Against |
|
Abstentions |
| 20,477,928 |
|
934,940 |
|
0 |
In connection with the vote to approve the Extension Amendment Proposal, the holders of 20,253,090 Class A Ordinary Shares properly exercised their right to redeem their shares for cash at a redemption price of approximately $10.40 per share, for an aggregate redemption amount of approximately $210.6 million. After the satisfaction of such redemptions, the Company expects the balance in the Trust Account will be approximately $23.4 million.
Immediately following the approval of the proposals at the Meeting, Swiftmerge Holdings, L.P. (the “Sponsor”), as the holder of 3,375,000 Class B Ordinary Shares, converted all 3,375,000 of such shares into the same number of Class A Ordinary Shares.
As a result of the redemptions described above and the conversion of the Sponsor’s Class B Ordinary Shares, there are an aggregate of 5,621,910 Class A Ordinary Shares outstanding.
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