Heidmar Inc. entered into a definitive agreement to acquire Home Plate Acquisition Corp. (NasdaqGM:HPLT) from a group of shareholders for approximately $200 million in a reverse merger transaction on March 19, 2023. The consideration to be received by Heidmar Shareholders shall be the issuance of an aggregate number of HPLT common shares equal to (a) $160,000,000 divided by (b) $10.00. As additional consideration, HPLT will issue to eligible Company Shareholders up to an aggregate of 3,900,000 Earnout Shares, subject to certain triggering events. The transaction values the combined company at a pro forma implied equity value of approximately $261.4 million. Heidmar's existing shareholders are expected to own approximately 65% of the pro forma combined company. Upon completion of the proposed transaction, the combined company will operate under the ?Heidmar? name and be listed on NASDAQ under the ticker symbol ?HMAR?. Pankaj Khanna, Chief Executive Officer of Heidmar, will continue as Chief Executive Officer of the combined company. Daniel Ciporin, Chairman and Chief Executive Officer of Home Plate, and Jonathan Rosenzweig, Director and Chief Financial Officer of Home Plate, will join the Heidmar Board.

The transaction will require the approval of the shareholders of Home Plate and is subject to several closing conditions including completion of SEC review, regulatory approvals, the Available Closing Cash Amount shall be no less than $40,000,000 with Home Plate having made all necessary and appropriate arrangements prior to the Closing Date for any portion held in the Trust Account to be released, all applicable waiting periods under the Antitrust Laws relating to the Transactions having expired or terminated with all required Consents obtained, Home Plate having at least $5,000,001 of net tangible assets, Shares issued under the transaction having been approved for listing on NASDAQ, the Registration Statement shall have become effective, the Ancillary Documents required to be executed by Heidmar and Heidmar Shareholders according to the Business Combination Agreement at or prior to the Closing Date shall have been executed and delivered to the Home Plate, Heidmar shareholders shall enter into Lock-up agreement and the satisfaction of other customary closing conditions. The Board of Directors of both Home Plate and Heidmar have unanimously approved the transaction. Heidmar Shareholders have approved this Agreement. As on July 17, 2023, Home Plate Acquisition Corp and Heidmar entered into first amendment pursuant to which, (i) various amendments to reflect updates to the legal structure of the transaction, extend the Financial Statement Delivery Date from April 7, 2023 to June 30, 2023, (iii) extend the Company Termination Notice Date from May 30, 2023 to July 31, 2023, and (iv) provide that up to 550,000 Restricted Securities will not be subject to post closing Lock-up. On August 2, 2023, the Home Plate Acquisition Corp entered into Second Amendment to the Business Combination Agreement. The Second Amendment amends the Business Combination Agreement to extend the Company Termination Notice Date from July 31, 2023 to September 8, 2023. The transaction is expected to close on October 4, 2023. As on September 5, 2023, Home Plate has proposed to extend the consummation date from October 4, 2023, to December 22, 2023. As of September 13, 2023, Heidmar and Home Plate entered into that certain Third Amendment to the Business Combination Agreement (the "Third BCA Amendment"). The Third BCA Amendment amends the Business Combination Agreement to extend the Company Termination Notice Date from September 8, 2023 to September 18, 2023. As of September 21, 2023, Heidmar Inc. and Home Plate entered into that certain Fourth Amendment to the Business Combination Agreement (the ? Fourth BCA Amendment ?). The Fourth BCA Amendment amends the Business Combination Agreement to extend the Company Termination Notice Date from September 18, 2023 to September 22, 2023.

Jefferies is serving as capital markets advisor to Home Plate and private placement agent on the PIPE and is being represented by Paul Hastings LLP. Paul Sheridan and Daniel Breslin of Latham & Watkins LLP serving as counsels to Home Plate. ClearThink is also acting as special advisor to Home Plate. Keith Billotti of Seward & Kissel LLP is serving as counsel to Heidmar. Seaborne Capital Advisors is acting as financial advisor to Heidmar. Continental Stock Transfer & Trust Company is acting as Transfer agent and Morrow & Co., LLC is acting as proxy solicitor to Home Plate Acquisition Corp.

Heidmar Inc. cancelled the acquisition of Home Plate Acquisition Corp. (NasdaqGM:HPLT) from a group of shareholders in a reverse merger transaction on October 4, 2023.