Item 5.07. Submission of Matters to a Vote of Security Holders.
As previously disclosed, on
The Company's stockholders voted on the following proposals at the Meeting, which were approved:
(1) Proposal No. 1 - The Issuance Amendment Proposal - a proposal to amend the Company's amended and restated certificate of incorporation to allow the Company to issue securities as a dividend prior to the consummation of an initial business combination, and specifically to allow the Company to issue rights as a dividend in connection with the Meeting. The following is a tabulation of the votes with respect to this proposal, which was approved by the Company's stockholders:
For Against Abstain Broker Non-Votes 18,703,345 250,290 7,000 0
(2) Proposal No. 2 - The Extension Amendment Proposal - a proposal to amend the
Company's amended and restated certificate of incorporation to extend the date
by which the Company has to consummate a business combination from
For Against Abstain Broker Non-Votes 18,703,345 250,290 7,000 0
Holders of an aggregate of 15,142,910 shares of Common Stock exercised their
right to redeem their shares for an aggregate of
On
1
As previously disclosed, the Company's board of directors approved a dividend of
rights ("Rights") to holders of public shares of Common Stock (the "Public
Shares", each a "Public Share") who did not seek redemption of their Public
Shares in connection with the stockholder vote upon the Extension Amendment
Proposal. The Rights will be issued on or around
An aggregate of 1,975,714 Public Shares were not redeemed at the Meeting. Accordingly, the Company will issue 1,975,714 Rights entitling the holders to receive an aggregate of up to 158,057 shares of Common Stock.
In connection with the dividend, on
The description of the Rights and Rights Agreement contained in this Current Report on Form 8-K does not purport to be complete and is qualified in its entirety by the text of the Rights Agreement and form of right certificate, copies of which have been filed as Exhibits 4.1 and 4.2 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Description 3.1 Certificate of Amendment to Amended and Restated Certificate of Incorporation 4.1 Rights Agreement 4.2 Form of Right Certificate 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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