CRESCERA CAPITAL ACQUISITION CORP. Item 8.01. Other Events.
On
Supplement to the Definitive Proxy Statement
The Company has determined to supplement the Definitive Proxy Statement as set forth below (the "Proxy Supplement") to provide updated information about the Extension Amendment Proposal. There is no change to the location, the record date, or any of the other proposals to be acted upon at the Shareholder Meeting.
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SUPPLEMENT TO PROXY STATEMENT OF
CRESCERA CAPITAL ACQUISITION CORP.
Dated April 20, 2023 The following disclosures in this Current Report on Form 8-K supplement, and
should be read in conjunction with, the disclosures contained in the Company's
definitive proxy statement (the "Definitive Proxy Statement"), filed with the
As provided in the Definitive Proxy Statement, the Company is seeking
shareholder approval of, among other things, the extension (the "Extension
Amendment" and such proposal, the "Extension Amendment Proposal") of the time
period the Company has to complete an initial business combination from
Terms used herein, unless otherwise defined, have the meanings set forth in the Definitive Proxy Statement.
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Extension Amendment Proposal and the Contribution
To allow for additional time to consummate the potential business combination, the Board of Directors of the Company believes it is in the best interests of the Company's stockholders to approve the Extension Amendment Proposal to extend the date by which the Company must consummate a business combination through the Additional Articles Extension Date.
The Definitive Proxy Statement is hereby amended in that for each instance of
1. Proposal No. 1 - The Extension Amendment Proposal - To amend, by way of
special resolution, CCAP's Articles to extend the date (the "Termination Date")
by which CCAP has to consummate a Business Combination (the "Extension
Amendment") from
As contemplated by the Articles, the holders of CCAP's Class A ordinary shares,
par value
Without the Extension Amendment (as defined below) and assuming the Original
Extension Right is not exercised, CCAP believes that it will not, despite its
best efforts, be able to complete an initial business combination (a "Business
Combination") on or before
1. Proposal No. 1 - The Extension Amendment Proposal - To amend, by way of
special resolution, CCAP's Articles to extend the date (the "Extension
Amendment") from May 23, 2023 (the date which is 18 months from the closing
date of the Company's initial public offering of shares of Class A shares (the
"IPO") (the "Original Termination Date") to November 23, 2023 (the date which
is 24 months from the closing date of the Company's IPO) (the "Articles
Extension Date"), or such earlier date as determined by CCAP's board of
directors (the "Board"), and to allow the Board of CCAP , without another
shareholder vote, to extend the period of time to consummate the initial
business combination for an additional 6 months after the Articles Extension
Date on the same terms as the Original Extension Right (as defined below) as
contemplated by our IPO prospectus and in accordance with the Articles, if
requested by CC Sponsor LLC , a Cayman Islands limited liability company (the
"Sponsor"), and upon five days' advance notice prior to the applicable
Termination Date, until May 23, 2024 (the date which is 30 months from the
closing date of the Company's IPO) (the "Additional Articles Extension Date"),
or a total of twelve months after the Original Termination Date, as provided
by the first resolution in the form set forth in Annex A to this proxy
statement (the "Extension Amendment Proposal");
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1. Proposal No. 1 - The Extension Amendment Proposal - To amend, by way of
special resolution, CCAP's Articles to extend the Termination Date by which
CCAP has to consummate a Business Combination from the Original Termination
Date to the Articles Extension Date and to allow the Board of CCAP , without
another shareholder vote, to extend the Termination Date to consummate a
Business Combination for an additional 6 months after the Articles Extension
Date, by resolution of the Board, if requested by the Sponsor, and upon
five days' advance notice prior to the applicable Termination Date, until May
23, 2024 , or a total of twelve months after the Original Termination Date, as
provided by the first resolution in the form set forth in Annex A to this
proxy statement;
1. The Extension Amendment Proposal - To amend, by way of special resolution,
CCAP's Articles to extend the date (the "Termination Date") by which CCAP has
to consummate a Business Combination (the "Extension Amendment") from May 23,
2023 (the date which is 18 months from the closing date of the Company's
initial public offering of shares of Class A shares (the "IPO") (the "Original
Termination Date") to November 23, 2023 (the date which is 24 months from the
closing date of the Company's IPO) (the "Articles Extension Date"), or such
earlier date as determined by CCAP's board of directors (the "Board"), and to
allow the board of CCAP, without another shareholder vote, to extend the
period of time to consummate the initial business combination for an
additional 6 months after the Articles Extension Date on the same terms as the
Original Extension Right (as defined below) as contemplated by our IPO
prospectus and in accordance with the Articles, if requested by CC Sponsor
LLC , a Cayman Islands limited liability company (the "Sponsor"), and upon five
days' advance notice prior to the applicable Termination Date, until May 23,
2024 (the date which is 30 months from the closing date of the Company's IPO)
(the "Additional Articles Extension Date"), or a total of twelve months after
the Original Termination Date, as provided by the first resolution in the form
set forth in Annex A to the accompanying proxy statement (the "Extension
Amendment Proposal");
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 generally relate to
future events involving, or future performance of, the Company. In some cases,
you can identify forward-looking statements by terminology such as "pro forma",
"may", "should", "could", "might", "plan", "possible", "project", "strive",
"budget", "forecast", "expect", "intend", "will", "estimate", "anticipate",
"believe", "predict", "potential" or "continue", or the negatives of these terms
or variations of them or similar terminology. Such forward-looking statements
are subject to risks, uncertainties, and other factors, which could cause actual
results to differ materially from those expressed or implied by such
forward-looking statements. These forward-looking statements are based upon
estimates and assumptions that, while considered reasonable by the Company and
its management, are inherently uncertain. Certain risks and uncertainties are
set forth in the section entitled "Risk Factors" and "Cautionary Note Regarding
Forward-Looking Statements" in the Company's annual report on Form 10-K dated
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Additional Information and Where to Find It
The Company has filed with the
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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