Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangement of Certain Officers
On May 9, 2023, Mr. Ian Spence resigned from the board of directors (the
"Board") of IX Acquisition Corp. (the "Company") and from the Audit and
Compensation Committees, effective upon the Board's acceptance of his
resignation. The Board accepted Mr. Spence's resignation on May 9, 2023. Mr.
Spence's resignation was not due to any disagreement with the Company, the
Board, or management on any matter related to the Company's operations, policies
or practices.
In connection with the resignation of Mr. Spence, on May 9, 2023, the Board
appointed Henry Choi to serve as a Class I director on the Board, and as a
member of the Audit Committee and Compensation Committee, effective immediately.
Mr. Choi was designated to serve on the Board by Carnegie Park Capital, LLC
("CPC"), pursuant to CPC's Board designation right granted in connection with
CPC's agreement to fund working capital requirements of the Company and
contributions to the Company's trust account in connection with the
shareholder-approved extension to the date by which the Company must consummate
its initial business combination.
Henry Choi is Managing Partner for Blue Bird Partners where he evaluates and
invests in venture capital, private equity, public equities, and real estate.
Henry also serves as an Operating Partner at Carnegie Park Capital, a fund
investing in and supporting Special Purpose Acquisition Vehicle sponsors.
Previously, Henry spent 12 years in the hedge fund industry as a Portfolio
Manager focused on Event Driven long/short strategies at Highbridge Capital
Management LLC, Hudson Bay Capital Management LP, and Thales Fund Management
LLC. Prior to his hedge fund career, Mr. Choi spent six years as an investment
banker at Goldman, Sachs & Co. where he completed over $39bn of exclusive merger
and acquisition advisory assignments and $5.5 billion of lead-managed
financings. While at Goldman Sachs, he served as global captain for the systems
and storage technology sector responsible for targeting, developing and managing
public and private company relationships. Mr. Choi graduated with honors from
Boston University Questrom School of Business with a dual concentration in
Finance and Information Systems, and a minor in Economics. Mr. Choi serves as a
Director on the Board of Trustees for the Brooklyn Conservatory of Music.
In connection with the appointment of Henry Choi to the Board, the Company
entered into a letter agreement with Mr. Choi, on substantially the same terms
as the form of letter agreement previously entered into by and between the
Company and each of its other officers and directors in connection with the
Company's initial public offering. The forms of the Company's standard letter
agreement is included as Exhibit 10.1, to the Company's Annual Report on
Form 10-K for the fiscal year ended December 31, 2022, filed by the Company with
the Securities and Exchange Commission on April 13, 2022.
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Item 8.01. Other Events
On May 9, 2023, the Company issued a press release announcing that the Board has
elected to extend the date by which the Company has to consummate a business
combination (the "Deadline Date") from May 12, 2023 for an additional month to
June 12, 2023. The Company's Amended and Restated Memorandum and Articles of
Association (the "Articles") provides the Company the right to extend the
Deadline Date twelve times for an additional one month each time (each, an
"Extension"), from April 12, 2023, the initial Deadline Date, to up to April 12,
2024. In connection with the second Extension, the Board delivered IX
Acquisition Sponsor LLC a written request to draw down $160,000 under its
previously-disclosed promissory note for the second month of the Extension. On
or before May 12, 2023, the Sponsor will deposit $160,000 into the Company's
trust account in connection with the second Extension.
A copy of the press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated by reference herein.
Additionally, on May 9, 2023, pursuant to the terms of the Articles, the
Sponsor, the holder of an aggregate of 4,002,121 of the Company's outstanding
Class B ordinary shares, par value $0.0001 per share ("Class B Shares"), elected
to convert each outstanding Class B Share held by it on a one-for-one basis into
Class A ordinary shares, par value $0.0001 per share ("Class A Shares") of the
Company, with immediate effect. Following such conversion, as of May 9, 2023,
the Company had an aggregate of 8,665,842 Class A Shares issued and outstanding
and 747,879 Class B Shares issued and outstanding.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
99.1 Press Release, issued May 9, 2023.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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