Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 2, 2023, the Company
held an extraordinary general meeting of shareholders (the “Meeting”). At the Meeting, the following proposals were
considered and acted upon by the shareholders of the Company:
(a) a proposal to amend by
special resolution the Company’s amended and restated memorandum and articles of association (the “Charter Amendment”)
to extend the date by which the Company has to consummate an initial business combination from June 13, 2023 to December 13, 2023 (or
such earlier date as determined by the Company’s board of directors (the “Board”) in its sole discretion) (the
“Extension Amendment Proposal”);
(b) a proposal to amend by
special resolution the Company’s amended and restated memorandum and articles of association to permit the Board, in its sole discretion,
to elect to wind up the Company’s operations on an earlier date than December 13, 2023(the “Liquidation Amendment Proposal”);
and
(c) a
proposal to approve by ordinary resolution the adjournment of the Meeting i) to a later date or dates, if necessary, to permit further
solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of
any of the foregoing proposals; or ii) sine die in the event that the holders of public shares have elected to redeem an amount
of shares in connection with the forgoing proposals such that if such redemptions were consummated, the Company would not adhere to the
continued listing requirements of the New York Stock Exchange, and the Board therefore determines that approval of the Extension Amendment
Proposal and the Liquidation Amendment Proposal is no longer in the best interests of the Company, and in such event the Company will
ask its shareholders to vote only upon the Adjournment Proposal and not on the Extension Amendment Proposal or the Liquidation Amendment
Proposal (the “Adjournment Proposal”).
The
number of votes cast for or against, as well as the number of abstentions as to each proposal, are set forth below.
| 1. |
Extension Amendment Proposal |
| For |
|
Against |
|
Abstain |
| 12,119,286 |
|
251,055 |
|
0 |
Accordingly,
the Extension Amendment Proposal was approved.
| 2. |
Liquidation Amendment Proposal |
| For |
|
Against |
|
Abstain |
| 12,119,286 |
|
251,055 |
|
0 |
Accordingly,
the Liquidation Amendment Proposal was approved.
As
there were sufficient votes at the time of the Meeting to approve each of the above proposals, the Adjournment Proposal, which had been
previously voted on by proxy, was not presented to shareholders at the Meeting.
Shareholders
holding 6,108,728 of the Company’s public shares exercised their right to redeem such shares for a pro rata portion of
the funds in the Trust Account. As a result, $64,980,943.32 (approximately $10.64 per share) will be removed from the
Trust Account to pay such holders.
The
Company filed the Charter Amendment with the Cayman Islands Registrar of Companies on June 5, 2023. A copy of the Charter Amendment is
attached hereto as Exhibit 3.1 and is incorporated by reference.