LF Capital Acquisition Corp. II Announces Approval of Proposal and Amendment to Charter
29 June 2023 - 7:30AM
Business Wire
On June 26, 2023, LF Capital Acquisition Corp. II, a Delaware
corporation (the “Company”) (NASDAQ: LFAC), convened a special
meeting of stockholders (the “Special Meeting”) to propose an
amendment (the “Charter Amendment”) to the Company’s Amended &
Restated Certificate of Incorporation (the “Charter”) to extend the
date by which the Company has to consummate a business combination
from August 19, 2023 to November 19, 2023 (the “Extended Date”), by
increasing the number of one-month extensions of the deadline to
complete the initial business combination from six to nine (the
“Extensions”) by depositing into the trust account established in
connection with the Company’s initial public offering (the “IPO”)
for each Extension beginning July 19, 2023 the lesser of (i)
$200,000 or (ii) $0.03 per share of the Company’s Class A common
stock (the “Common Stock”), par value $0.0001 per share, sold in
the IPO, per Extension (the “Charter Amendment Proposal”). The
Charter Amendment Proposal is described in more detail in the
Company’s definitive proxy statement (the “Proxy Statement”), which
was filed with the Securities and Exchange Commission (the “SEC”)
on May 12, 2023, as supplemented by supplemental proxy statements
filed with the SEC as of June 2, 2023 and June 13, 2023.
A total of 15,042,723 shares of Common Stock, representing
approximately 84.66% of the outstanding shares of Common Stock
entitled to vote at the Special Meeting, were present in person or
by proxy, constituting a quorum. The stockholders voted upon and
approved the Charter Amendment Proposal, with 14,193,359 votes in
favor, 849,364 votes against, and with no abstentions. Accordingly,
the Company amended its Charter and filed the Charter Amendment
with the Secretary of State of the State of Delaware on June 27,
2023.
Redemption of Shares of Common Stock
In connection with the approval and amendment of the Company’s
Charter pursuant to the Charter Amendment Proposal, the Company was
required to permit its public shareholders to redeem their shares
of Common Stock. Of the 11,383,419 shares of Common Stock
outstanding with redemption rights, the holders of 5,599,025 shares
of Common Stock elected to redeem their shares at a per share
redemption price of approximately $10.64. As a result,
approximately $59,593,408.93 will be removed from the Company’s
trust account to pay such holders.
Forward-Looking Statements
This press release includes “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 the estimated per share redemption
price 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 SEC. All subsequent
written or oral forward-looking statements attributable to the
Company or persons acting on its 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 Annual Report on Form 10-K, subsequent quarterly
reports on Form 10-Q and initial public offering prospectus. The
Company undertakes no obligation to update these statements for
revisions or changes after the date of this press release, except
as required by law.
About Level Field Capital
Level Field is a leading global SPAC sponsor. In November 2021,
Level Field built on the achievements of its previous SPAC, LF
Capital Acquisition Corp., (which completed its de-SPAC merger with
Landsea Homes Corporation (NASDAQ: LSEA) in January 2021) and
successfully launched its second SPAC opportunity, LF Capital
Acquisition Corp. II.
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version on businesswire.com: https://www.businesswire.com/news/home/20230628928133/en/
Tyler Weiland Shelton Group Public Relations +1-972-571-7834
tweiland@sheltongroup.com
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