Item
8.01. Other Events.
Supplemental
Proxy Materials for Extraordinary General Meeting in Lieu of 2023 Annual General Meeting
On
May 22, 2023, Spree Acquisition Corp. 1 Limited (“Spree” or the “Company”) published
a supplement (the “Supplement”) to its Proxy Statement, dated May 15, 2023 (the “Proxy Statement”),
along with a revised proxy card, for Spree’s upcoming Extraordinary General Meeting in lieu of 2023 Annual General Meeting, which
is scheduled to take place at 9:00 a.m. Eastern Time/ 4:00 p.m. local (Israel) time on Monday, June 12, 2023 (the “Meeting”).
Spree will distribute those supplemental proxy materials to its shareholders as soon as practicable.
The
supplemental proxy materials lengthen the duration of the proposed extension period under Spree’s Amended and Restated Memorandum
and Articles of Association (the “Articles”) in Proposal No. 1 (the “Articles Extension Proposal”),
as well as the corresponding proposed extension period under the investment management trust agreement, dated as of December 15, 2021
(the “Trust Agreement”), by and between Spree and Continental Stock Transfer & Trust Company in Proposal
No. 2 (the “Trust Extension Proposal”), which will be presented at the Meeting.
As
reflected in the updated proxy materials, in place of requesting a three-month extension, from June 20, 2023 to September 20, 2023, as
appears in the original Proxy Statement and proxy card that were distributed to Spree shareholders of record, Spree will seek, at the
Meeting, a nine-month extension, from June 20, 2023 to March 20, 2024, under the Articles Extension Proposal and the Trust Extension
Proposal.
Other
than the above-described lengthening of the proposed extension period under the Articles and Trust Agreement, the revised proxy materials
do not alter any other aspects of any of the proposals to be presented at the Meeting.
Reference
is made to the revised proxy materials, which are filed as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated
by reference in this Item 8.01.
Additional
Information and Where to Find It
Further
information related to attendance, voting and the proposals to be considered and voted on at the Meeting is described in the Proxy Statement
and the Supplement, which have been, or will be, distributed, to the Company’s shareholders of record as of the record date for
the Meeting. Investors and security holders of the Company are advised to read the Proxy Statement, as supplemented by the Supplement,
because it contains important information about the Meeting and Spree. Investors and security holders of the Company may also obtain
a copy of the Proxy Statement and the Supplement, as well as other relevant documents that have been or will be filed by the Company
with the Securities and Exchange Commission (the “SEC”), without charge and once available, at the SEC’s
website at www.sec.gov or by directing a request to: Shay Kronfeld, Chief Financial Officer, c/o Spree Acquisition Corp. 1 Limited, 1922
Wildwood Place NE, Atlanta, GA 30324, email: sk@spree1.com.
Participants
in the Solicitation
The
Company and certain of 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 proposals to be considered and voted on at the Meeting. Information concerning
the interests of the directors and executive officers of the Company is set forth in the Proxy Statement, which may be obtained free
of charge from the sources indicated above.
