Item 1.01. Entry into a Material Definitive Agreement.
On
The Extension Support Agreements are expected to increase the likelihood that
the Extension Amendment Proposal is approved by the Company's stockholders and
may increase the amount of funds that remain in the Company's trust account
following the Special Meeting. The Company can provide no assurances, however,
that (i) the Extension Amendment Proposal will be approved at the Special
Meeting or prior to
The foregoing summary of the Extension Support Agreements does not purport to be complete and is qualified in its entirety by reference to the form of Extension Support Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference.
Forward-Looking Statements
This Current Report on Form 8-K includes "forward-looking statements" within the
meaning of the "safe harbor" provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-Looking statements may be identified by
the use of words such as "estimate," "plan," "project," "forecast," "intend,"
"will," "expect," "anticipate," "believe," "seek," "target" or other similar
expressions that predict or indicate future events or trends or that are not
statements of historical matters, but the absence of these words does not mean
that a statement is not forward-looking. Such statements may include, but are
not limited to, statements regarding the Special Meeting, the approval of the
Extension Amendment Proposal, the funds remaining in the Company's trust account
following the Special Meeting and the consummation of an initial business
combination. The forward-looking statements contained in this Current Report on
Form 8-K reflect the Company's current views about future events and are subject
to numerous known and unknown risks, uncertainties, assumptions and changes in
circumstances that may cause its actual results to differ significantly from
those expressed in any forward-looking statement. The Company does not guarantee
that the transactions and events described will happen as described (or that
they will happen at all). These forward-looking statements are subject to a
number of risks and uncertainties, including, but not limited to, changes in
domestic and foreign business, market, financial, political, and legal
conditions; the failure of the Company to obtain the requisite approvals for the
Extension Amendment Proposal; the amount of redemptions by the Company's public
stockholders in connection with the Special Meeting and an initial business
combination; the inability of the parties to successfully or timely consummate
an initial business combination, including the risk that any required regulatory
approvals are not obtained, are delayed or are subject to unanticipated
conditions that could adversely affect the combined company or the expected
benefits of an initial business combination or that the approval of stockholders
is not obtained; and other risks and uncertainties set forth in the section
entitled "Risk Factors" in the Company's definitive proxy statement, filed with
the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits: Exhibit Description 10.1 Form of Extension Support Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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