FORT
WORTH, Texas, May 3, 2023
/PRNewswire/ -- Kimbell Tiger Acquisition Corporation (the
"Company") (NYSE: TGR), today announced that it will redeem all of
its outstanding shares of Class A Common Stock included as part of
the units issued in its initial public offering and the 2,500
shares of Class A common stock forming part of the sponsor shares
(the "public shares"), effective as of the close of business
on May 22, 2023, as the Company will
not consummate an initial business combination on or prior to
May 8, 2023.
Pursuant to the Amended and Restated Certificate of
Incorporation, in the event that the Company has not consummated an
initial business combination within 15 months from the closing of
the initial public offering, the Company shall: (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, subject to lawfully available funds therefor, redeem
100% of the public shares in consideration of a per-share price,
payable in cash, equal to the aggregate amount then on deposit in
the trust account, including interest earned on the funds held in
the trust account and not previously released to pay taxes of the
Company or the Company's operating subsidiary, Kimbell Tiger
Operating Company, LLC ("Opco") (less an amount required to satisfy
taxes of the Company and Opco and less up to $100,000 of interest to pay dissolution
expenses), divided by the number of then outstanding public shares
and Class A units of Opco (other than those held by the Company),
which redemption will completely extinguish public stockholders'
rights as stockholders (including the right to receive further
liquidating distributions, if any), subject to applicable law, and
(iii) as promptly as reasonably possible following such redemption,
subject to the approval of the remaining stockholders and the
Company's board, dissolve and liquidate, subject in each case to
the Company's obligations under Delaware law to provide for claims of
creditors and the requirements of other applicable law.
Based on the amount held in trust as of March 31, 2023, the per-share redemption price
for the public shares will be approximately $10.56.
The public shares will cease trading as of the close of business
on May 8, 2023. As of the close of
business on May 9, 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 delivery of their shares or units. 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, which will expire
worthless. The Company's initial stockholders have waived their
redemption rights with respect to the Company's outstanding common
stock issued before the Company's initial public offering.
The Company expects that the New York Stock Exchange will file a
Form 25 with the United States Securities and Exchange Commission
(the "Commission") to delist the Company's 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.
Forward-Looking Statements
This press release 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. All statements other than statements of historical fact
included in this press release are 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. The Company undertakes no obligation to
update these statements for revisions or changes after the date of
this release, except as required by law.
Contact:
Rick Black
Dennard Lascar Investor
Relations
krp@dennardlascar.com
(713) 529-6600
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SOURCE Kimbell Tiger Acquisition Corporation
