CMMT PLEASE NOTE THAT SHAREHOLDERS ARE Non-Voting
ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST' FOR
RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
1 TO APPROVE AN ORDINARY RESOLUTION Mgmt Against Against
APPROVING THE EXTENSION OF BGP
ACQUISITION CORP.'S PERMITTED TIMELINE
AS MORE PARTICULARLY DESCRIBED IN THE
ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR
--------------------------------------------------------------------------------------------------------------------------
BITE ACQUISITION CORP. Agenda Number: 935745159
--------------------------------------------------------------------------------------------------------------------------
Security: 09175K105
Meeting Type: Special
Meeting Date: 15-Dec-2022
Ticker: BITE
ISIN: US09175K1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Charter Amendment Proposal: Mgmt Against Against
Amend Bite's Amended and Restated
Certificate of Incorporation to extend the
date by which the Company has to consummate
a business combination for up to an
additional six months, from February 17,
2023 to up to August 17, 2023, or such
earlier date as determined by the Board of
Directors, provided that the sponsor (or
its affiliates or permitted designees) will
deposit into the Trust Account $250,000 for
each such one-month extension until August
17, 2023.
2. The Termination Charter Amendment Proposal: Mgmt Against Against
Amend Bite's Amended and Restated
Certificate of Incorporation to (i) change
the date by which we must consummate our
initial business combination from February
17, 2023 to the time and date immediately
following the filing of such amendment with
the Secretary of State of the State of
Delaware, or the Accelerated Termination
Date, (ii) remove the Conversion Limitation
(as defined in the amended and restated
certificate of incorporation) to allow us
to redeem public shares.
3. The Trust Amendment Proposal: Amend Bite's Mgmt Against Against
investment management trust agreement,
dated February 11, 2021, with Continental
Stock Transfer & Trust Company, as trustee,
or the Trust Agreement to change the date
on which the trustee must commence
liquidation of the trust account
established in connection with our initial
public offering to the time and date
immediately following the Accelerated
Termination Date.
4. Election of Director: To elect one director Mgmt Withheld Against
to serve as Class I director on the
Company's Board of Directors until his
successors are elected and qualified.
Alberto Ardura Gonzalez
5. Ratification of Selection of Independent Mgmt Against Against
Registered Public Accounting Firm: To
ratify the selection by our Audit Committee
of Marcum LLP to serve as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2022.
6. Adjournment: To direct the chairman of the Mgmt Against Against
special meeting to adjourn the special
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the special
meeting, there are not sufficient votes to
approve the foregoing proposals.
--------------------------------------------------------------------------------------------------------------------------
BLOCKCHAIN MOON ACQUISITION CORP. Agenda Number: 935719027
--------------------------------------------------------------------------------------------------------------------------
Security: 09370F109
Meeting Type: Special
Meeting Date: 19-Oct-2022
Ticker: BMAQ
ISIN: US09370F1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To amend Mgmt Against Against
BMAC's amended and restated certificate of
incorporation to (a) extend the date by
which BMAC has to consummate a business
combination from October 21, 2022 to
January 21, 2023; and (b) to allow BMAC,
without another stockholder vote, to elect
to extend the date to consummate a business
combination on a monthly basis for up to
six times by an additional one month each
time after January 21, 2023, by resolution
of the board of directors, if requested by
...(due to space limits,see proxy material
for full proposal).
2. The Adjournment Proposal - To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock, par value $0.0001
per share, of BMAC represented (either in
person or by proxy) to constitute a quorum
necessary to conduct business at the
Stockholder Meeting or at the time of the
Stockholder Meeting to approve the
Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
CARNEY TECHNOLOGY ACQUISITION CORP. II Agenda Number: 935742987
--------------------------------------------------------------------------------------------------------------------------
Security: 143636108
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: CTAQ
ISIN: US1436361083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from December 14, 2022
to June 14, 2023 (or such earlier date as
determined by the Board).
2a. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Carol Goode
2b. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Lieutenant General (Ret.) Robert Ferrell
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
CLARIM ACQUISITION CORP. Agenda Number: 935737152
--------------------------------------------------------------------------------------------------------------------------
Security: 18049C108
Meeting Type: Special
Meeting Date: 07-Dec-2022
Ticker: CLRM
ISIN: US18049C1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal - To Mgmt Against Against
amend the Company's amended and restated
certificate of incorporation (the
"Certificate of Incorporation") to
eliminate the requirement that the Company
retain at least $5,000,001 of net tangible
assets following the redemption of the
Company's Class A common stock, par value
$0.0001 per share, in connection with a
Business Combination (as defined in the
Certificate of Incorporation) and certain
amendments of the Certificate of ...(due to
space limits, see proxy material for full
proposal).
2. Early Termination Proposal - To amend the Mgmt Against Against
Certificate of Incorporation to change the
date by which the Company must consummate a
Business Combination from February 2, 2023
(the "Original Termination Date") to such
other date as shall be determined by the
board of directors of the Company and
publicly announced by the Company, provided
that such other date shall be no sooner
than the date of the effectiveness of the
amendment to the Certificate of
Incorporation pursuant to the ...(due to
space limits, see proxy material for full
proposal).
3. Early Termination Trust Amendment Proposal Mgmt Against Against
- To amend the Investment Management Trust
Agreement, dated January 28, 2021 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, a New York corporation, as
trustee ("Continental") to change the date
on which Continental must commence
liquidation of the trust account
established in connection with the
Company's initial public offering from the
Original Termination Date to the Early
...(due to space limits, see proxy material
for full proposal).
4. Adjournment Proposal - To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock, par value $0.0001
per share, represented (either in person or
by proxy) to constitute a quorum necessary
to conduct business at the Stockholder
Meeting or at the time of the Stockholder
Meeting to approve the ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
COHN ROBBINS HOLDINGS CORP. Agenda Number: 935698588
--------------------------------------------------------------------------------------------------------------------------
Security: G23726105
Meeting Type: Special
Meeting Date: 07-Sep-2022
Ticker: CRHC
ISIN: KYG237261055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt Against Against
resolution, to amend CRHC's Amended and
Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which CRHC
must (i) consummate a merger, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination, which is referred to
as an initial business combination, (ii)
cease ...(due to space limits,see proxy
material for full proposal).
2. The Adjournment Proposal - As an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time ...(due to
space limits,see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
COHN ROBBINS HOLDINGS CORP. Agenda Number: 935703656
--------------------------------------------------------------------------------------------------------------------------
Security: G23726105
Meeting Type: Special
Meeting Date: 07-Sep-2022
Ticker: CRHC
ISIN: KYG237261055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal - A proposal Mgmt For For
to approve, as a special resolution, and
adopt by the Business Combination
Agreement, dated as of January 20, 2022 (as
it may be amended, supplemented or
otherwise modified from time to time, the
"Business Combination Agreement"), by and
among CRHC, SAZKA Entertainment AG (now
known as Allwyn AG), Allwyn Entertainment
AG, Allwyn US HoldCo, and Allwyn Sub LLC.
Please refer to the proxy statement for
full proposal language.
2. Adjournment Proposal - A proposal to Mgmt For For
approve, as an ordinary resolution, to
adjourn Extraordinary General Meeting to a
later date or dates to the extent
reasonable (i) to ensure that any
supplement or amendment to the proxy
statement/prospectus is provided to CRHC
shareholders, (ii) in order to solicit
additional proxies from CRHC shareholders
in favor of Business Combination Proposal
(iii) CRHC shareholders redeem an amount of
CRHC Class A Shares such that Available
Cohn Robbins Cash Condition (iv) in order
to solicit additional proxies.
--------------------------------------------------------------------------------------------------------------------------
COMPUTE HEALTH ACQUISITION CORP. Agenda Number: 935733267
--------------------------------------------------------------------------------------------------------------------------
Security: 204833107
Meeting Type: Special
Meeting Date: 02-Dec-2022
Ticker: CPUH
ISIN: US2048331076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - To amend the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation (the "Charter"), pursuant
to an amendment to the Charter in the form
set forth in paragraphs one, four and seven
of Annex A of the accompanying proxy
statement, to authorize the Company to
extend the date by which it must (a)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or other similar
business combination, with one or more
businesses, which ...(due to space
limits,see proxy material for full
proposal).
2. The Redemption Limitation Proposal - To Mgmt Against Against
amend the Charter, pursuant to an amendment
to the Charter in the form set forth in
paragraphs two, three, five, six and seven
of Annex A of the accompanying proxy
statement, to eliminate from the Charter
the limitation that the Company may not
redeem public shares to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51-1(g)(1) of the
Securities Exchange Act of 1934) of ...(due
to space limits,see proxy material for full
proposal).
3. The Adjournment Proposal - To approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal and/or the Redemption
Limitation Proposal (the "Adjournment
Proposal"), which will only be presented at
the Special Meeting if, based on the
tabulated votes, there are not sufficient
votes at the time ...(due to space
limits,see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
COVA ACQUISITION CORP. Agenda Number: 935740185
--------------------------------------------------------------------------------------------------------------------------
Security: G2554Y104
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: COVA
ISIN: KYG2554Y1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon, as an ordinary
resolution, a proposal to approve and
authorize the Agreement and Plan of Merger,
dated as of May 26, 2022 by and among COVA
Acquisition Corp., a Cayman Islands
exempted company ("COVA"), ECARX Holdings
Inc., a Cayman Islands exempted company
(the "Company" or "ECARX"), Ecarx Temp
Limited, a wholly-owned subsidiary of ECARX
("Merger Sub 1"), and Ecarx&Co Limited, a
wholly-owned subsidiary of ECARX ("Merger
Sub 2"), ...(due to space limits, see proxy
material for full proposal).
2. The Merger Proposal - to consider and vote Mgmt For For
upon, as a special resolution, a proposal
to approve and authorize the First Merger
and the First Plan of Merger, substantially
in the form attached to the proxy
statement/prospectus as Annex C.
3. The Adjournment Proposal - to consider and Mgmt For For
vote upon, as an ordinary resolution, a
proposal to adjourn the extraordinary
general meeting to a later date or dates to
be determined by the chairman of the
extraordinary general meeting, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
extraordinary general meeting, there are
not sufficient votes to approve one or more
proposals presented to shareholders for a
vote.
--------------------------------------------------------------------------------------------------------------------------
DHB CAPITAL CORP. Agenda Number: 935738510
--------------------------------------------------------------------------------------------------------------------------
Security: 23291W109
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: DHBC
ISIN: US23291W1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the adoption of an amendment to Mgmt Against Against
the Company's Charter as set forth in Annex
A of the accompanying proxy statement to
change the date by which the company must
either (i) consummate a business
combination or (ii) cease all operations,
except for winding up and redeeming shares,
from March 4, 2023 to such date as shall be
determined by the Board, but no later than
December 30, 2022.
2. To approve the adoption of an amendment to Mgmt Against Against
the Investment Management Trust Agreement,
dated March 1, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, as trustee, as set forth in
Annex B of the accompanying proxy
statement, to change the date on which
Continental must commence liquidation of
the trust account from March 4, 2023 to
such date as shall be determined by the
Board, but no later than December 30, 2022.
3. To approve the adjournment of the Special Mgmt Against Against
Meeting from time to time, if necessary, to
solicit additional proxies in favor of
Proposal No. 1 and/or Proposal No. 2 or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
DTRT HEALTH ACQUISITION CORP. Agenda Number: 935730994
--------------------------------------------------------------------------------------------------------------------------
Security: 23344T103
Meeting Type: Special
Meeting Date: 06-Dec-2022
Ticker: DTRT
ISIN: US23344T1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation (our "charter") to extend
the date by which the Company must
consummate a business combination (the
"Extension") from December 7, 2022 (the
date which is 15 months from the closing
date of the Company's initial public
offering of our units (the "IPO")) to March
7, 2023 (the date which is 18 months from
the closing date of the IPO) (the "Extended
Date").
2. A proposal to approve the adjournment of Mgmt Against Against
the special meeting to a later date or
dates, if necessary, to permit futher
solicitation and vote of proxies in the
event that there insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
FAT PROJECTS ACQUISITION CORP. Agenda Number: 935754893
--------------------------------------------------------------------------------------------------------------------------
Security: G3400W102
Meeting Type: Special
Meeting Date: 13-Jan-2023
Ticker: FATP
ISIN: KYG3400W1024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: IT IS Mgmt Against Against
RESOLVED, that subject to and conditional
upon the trust account, which is governed
by the investment management trust
agreement entered into between the Company
and Continental Stock Transfer & Trust
Company on October 12, 2021 (the Trust
Agreement), having net tangible assets of
at least US$5,000,001 as at the date of
this resolution, the first amendment to the
second amended and restated memorandum and
articles of association be and is hereby
adopted which we refer to as the "Extension
Amendment Proposal."
2. Trust Amendment Proposal IT IS RESOLVED Mgmt Against Against
THAT subject to and conditional upon the
trust account, which is governed by Trust
Agreement, having net tangible assets of at
least US$5,000,001 as at the date of this
resolution, the Trust Agreement be amended
in the form set forth in Annex B to the
accompanying proxy statement to allow the
Company to extend the date by which the
Company has to complete a business
combination from January 15, 2023 to July
15, 2023.
3. Adjournment Proposal: IT IS RESOLVED THAT, Mgmt Against Against
the adjournment of the General Meeting to a
later date or dates to permit further
solicitation of proxies to be determined by
the chairman of the General Meeting be
confirmed, adopted, approved and ratified
in all respects, which we refer to as the
"Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
GLOBAL PARTNER ACQUISITION CORP II Agenda Number: 935753877
--------------------------------------------------------------------------------------------------------------------------
Security: G3934P102
Meeting Type: Special
Meeting Date: 11-Jan-2023
Ticker: GPAC
ISIN: KYG3934P1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution that
subject to the approval of Proposal No. 2 -
the Insider Letter Amendment Proposal: a)
Article 49.8 of Global Partner's Amended
and Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the following new Article
49.8: "In the event that the Company does
not consummate a Business Combination upon
the date which is the later of (i) 14 April
2023 (or 14 January 2024, if applicable
...(due to space limits, see proxy material
for full proposal).
2. Insider Letter Amendment Proposal - Mgmt Against Against
RESOLVED, as an ordinary resolution
(subject to the approval of Proposal No. 1
- the Extension Amendment Proposal), that
the amendment to the Letter Agreement,
dated January 11, 2021, by and among Global
Partner Sponsor II LLC (the "Sponsor"),
Global Partner and Global Partner's
officers and directors (the "Letter
Agreement"), to allow the Sponsor to
transfer its holdings in Global Partner,
directly or indirectly, to affiliate(s) of
Antarctica Capital ...(due to space limits,
see proxy material for full proposal).
3. The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A ordinary shares, par value $0.0001
per share, and Class B ordinary shares, par
value $0.0001 per share, in the capital of
Global Partner represented (either in
person or by proxy) to approve ...(due to
space limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
GO NORTH GROUP AB Agenda Number: 716111149
--------------------------------------------------------------------------------------------------------------------------
Security: W3578FAA5
Meeting Type: OTH
Meeting Date: 28-Sep-2022
Ticker:
ISIN: SE0018040867
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT PLEASE NOTE THAT THIS IS A WRITTEN CONSENT Non-Voting
MEETING. A PHYSICAL MEETING IS NOT BEING
HELD FOR THIS COMPANY. THEREFORE, MEETING
ATTENDANCE REQUESTS ARE NOT VALID FOR THIS
MEETING. IF YOU WISH TO VOTE, YOU MUST
RETURN YOUR INSTRUCTIONS BY THE INDICATED
CUTOFF DATE. THANK YOU.
1 BONDHOLDERS APPROVE TO WAIVE AND AMEND THE Mgmt No vote
TERMS AND CONDITIONS AS MENTIONED IN THE
NOTICE
--------------------------------------------------------------------------------------------------------------------------
GOAL ACQUISITIONS CORP. Agenda Number: 935758055
--------------------------------------------------------------------------------------------------------------------------
Security: 38021H107
Meeting Type: Special
Meeting Date: 07-Feb-2023
Ticker: PUCK
ISIN: US38021H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - A proposal Mgmt Against Against
to amend our amended and restated
certificate of incorporation (the
"Charter") to (a) extend the initial period
of time by which we have to consummate an
initial business combination to March 18,
2023, subject to extension by our board of
directors (the "Board") for up to five
additional thirty-day periods (the latest
of which such date is referred to as the
"New Termination Date"), provided that, in
each case, Goal Acquisitions Sponsor LLC
(the "Sponsor") (or its ...(due to space
limits, see proxy material for full
proposal).
2. Trust Amendment Proposal - A proposal to Mgmt Against Against
amend the Trust Agreement pursuant to an
amendment in the form set forth in Annex B
of the accompanying proxy statement, to
change the initial date on which
Continental must commence liquidation of
the Trust Account to the New Termination
Date or such later date as may be approved
by our stockholders in accordance with the
Charter (as may be amended) if a letter of
termination under the Trust Agreement is
not received by Continental prior to such
date (the "Trust Amendment Proposal").
3. The Adjournment Proposal - A proposal to Mgmt Against Against
approve one or more adjournments of the
Special Meeting from time to time if
requested by the chairman of the Special
Meeting (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GOLDEN FALCON ACQUISITION CORP. Agenda Number: 935742975
--------------------------------------------------------------------------------------------------------------------------
Security: 38102H109
Meeting Type: Special
Meeting Date: 16-Dec-2022
Ticker: GFX
ISIN: US38102H1095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To amend Mgmt Against Against
our amended and restated certificate of
incorporation, in the form set forth as
Annex A to the accompanying proxy statement
(the "Charter Amendment"), to extend the
date by which the Company has to consummate
a business combination (the "Extension")
for an additional six months, from December
22, 2022 to June 22, 2023 or such earlier
date as determined by the Company's board
of directors (such later date, the
"Extended Date").
2. The Trust Amendment Proposal: To amend the Mgmt Against Against
Investment Management Trust Agreement,
dated as of December 17, 2020, by and
between the Company and Continental Stock
Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy
statement, to provide for the Extension to
the Extended Date pursuant to the Charter
Amendment.
3a. Re-election of Director: Isabelle Amiel Mgmt Withheld Against
Azoulai
3b. Re-election of Director: Mikael Breuer-Weil Mgmt Withheld Against
4. Ratification of Selection of Independent Mgmt Abstain Against
Registered Public Accounting Firm: To
ratify the selection by our Audit Committee
of Marcum LLP to serve as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2022.
5. The Adjournment Proposal: To direct the Mgmt Against Against
chairman of the Special Meeting to adjourn
the Special Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve one or more of the
foregoing proposals or the board of
directors determines before the Special
Meeting that it is not necessary or no
longer desirable to proceed with the
Charter Amendment Proposal and the Trust
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
HAMBRO PERKS ACQUISITION COMPANY LIMITED Agenda Number: 716090080
--------------------------------------------------------------------------------------------------------------------------
Security: G48105103
Meeting Type: AGM
Meeting Date: 05-Oct-2022
Ticker:
ISIN: GG00BMCP7B62
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Mgmt For For
OF THE COMPANY FOR THE PERIOD OF 14 APRIL
2021 (DATE OF INCORPORATION) TO 31 DECEMBER
2021(THE ANNUAL REPORT)
2 TO APPROVE THE DIRECTORS' REMUNERATION FOR Mgmt For For
THE PERIOD ENDED31 DECEMBER 2021, AS
PROVIDED IN THE DIRECTOR'S REPORT CONTAINED
IN THE ANNUAL REPORT
3 TO RE-APPOINT GRANT THORNTON UK LIMITED AS Mgmt For For
AUDITOR OF THE COMPANY UNTIL THE CONCLUSION
OF THE NEXT ANNUAL GENERAL MEETING OF THE
COMPANY
4 TO AUTHORISE THE DIRECTORS OF THE COMPANY Mgmt For For
(THE DIRECTORS) TO DETERMINE THE AUDITOR'S
REMUNERATION
CMMT 20 SEP 2022: PLEASE NOTE THAT THIS IS A Non-Voting
SPAC MEETING. PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE SHOULD YOU NEED ANY
ADDITIONAL INFORMATION REGARDING THIS
MEETING. THANK YOU
CMMT 20 SEP 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
HAMBRO PERKS ACQUISITION COMPANY LIMITED Agenda Number: 716677666
--------------------------------------------------------------------------------------------------------------------------
Security: G48105103
Meeting Type: EGM
Meeting Date: 28-Feb-2023
Ticker:
ISIN: GG00BMCP7B62
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 AMEND ARTICLES OF INCORPORATION Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
HIRO METAVERSE ACQUISITIONS I SA Agenda Number: 715815669
--------------------------------------------------------------------------------------------------------------------------
Security: L48022112
Meeting Type: AGM
Meeting Date: 07-Jul-2022
Ticker:
ISIN: LU2420558889
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 TO REVIEW AND APPROVE THE ANNUAL REPORT Mgmt For For
CONSISTING OF (I) THE DIRECTOR REPORT (II)
THE INDEPENDENT AUDITOR REPORT FROM MAZARS
TO THE CONSOLIDATED FINANCIAL STATEMENTS,
THE CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME, THE CONSOLIDATED STATEMENT OF
FINANCIAL POSITION, THE CONSOLIDATED
STATEMENT OF CHANGES IN EQUITY, THE
CONSOLIDATED STATEMENT OF CASH FLOW AND THE
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS AND (III) THE INDEPENDENT
AUDITOR REPORT FROM MAZARS TO THE SEPARATE
FINANCIAL STATEMENTS, THE SEPARATE
STATEMENT OF COMPREHENSIVE INCOME, THE
SEPARATE STATEMENT OF FINANCIAL POSITION,
THE SEPARATE STATEMENT OF CHANGES IN
EQUITY, THE SEPARATE STATEMENT OF CASH FLOW
AND THE NOTES TO THE SEPARATE FINANCIAL
STATEMENTS FOR THE FINANCIAL PERIOD
BEGINNING 20 SEPTEMBER 2021 AND ENDING 31
DECEMBER 2021 THE REPORT OF THE BOARD OF
DIRECTORS AND THE REPORT OF THE INDEPENDENT
AUDITOR FOR THE FINANCIAL PERIODBEGINNING
20 SEPTEMBER 2021 AND ENDING 31 DECEMBER
2021
2 TO APPROVE TO CARRY FORWARD THE LOSSES MADE Mgmt For For
BY THE COMPANY DURING THE FINANCIAL PERIOD
BEGINNING 20 SEPTEMBER 2021 AND ENDING 31
DECEMBER 2021, AMOUNTING TO A TOTAL AMOUNT
OF GBP 152,428
3 TO APPROVE THE SPECIAL REPORT AS PREPARED Mgmt For For
BY THE BOARD OF DIRECTORS IN ACCORDANCE
WITH THE ARTICLE 480-2 OF THE LUXEMBOURG
COMPANIES ACT OF 10 AUGUST 1915, AS AMENDED
FROM TIME TO TIME
4 TO APPROVE THAT, SINCE THE LOSS TO BE Mgmt For For
CARRIED FORWARD APPEARS TO BE HIGHER THAN
75% OF THE CORPORATE CAPITAL, ACTIVITIES OF
THE COMPANY SHALL BE CONTINUED, DESPITE THE
LOSSES OF THE COMPANY
5 TO APPROVE TO GRANT DISCHARGE AND RELEASE Mgmt For For
FROM LIABILITY FOR THEIR CONDUCT OF THE
COMPANY'S AFFAIRS DURING THE FINANCIAL YEAR
UNDER REVIEW: MR JOOST ANTON MEES,
DIRECTOR, FROM 20 SEPTEMBER 2021 TO 10
DECEMBER 2021; MAZARS LUXEMBOURG, A LIMITED
LIABILITY COMPANY (SOCIETE ANONYME) WITH
REGISTERED OFFICE AT 5, RUE GUILLAUME J.
KROLL, L-1882 LUXEMBOURG AND REGISTERED
WITH THE LUXEMBOURG TRADE AND COMPANIES
REGISTER UNDER NUMBER 8159962, FROM 20
SEPTEMBER 2021 TO 31 DECEMBER 2021; MR LUKE
ALVAREZ, DIRECTOR, FROM 28 OCTOBER 2021 TO
31 DECEMBER 2021;MS CHERRY FREEMAN,
DIRECTOR, FROM 28 OCTOBER 2021 TO 31
DECEMBER 2021; SIR IAN LIVINGSTONE,
DIRECTOR, FROM 10 DECEMBER 2021 TO 31
DECEMBER 2021
6 TO APPROVE THE APPOINTMENT OF MAZARS Mgmt For For
LUXEMBOURG, A SOCIETE ANONYME WITH
REGISTERED OFFICE AT 5, RUE GUILLAUME J.
KROLL, L- 1882 LUXEMBOURG AND REGISTERED
WITH THE LUXEMBOURG TRADE REGISTER UNDER
NUMBER B 159962, WHO HAS BEEN APPOINTED FOR
THE FIRST TIME TO AUDIT THE FINANCIAL
PERIOD ENDING 31 DECEMBER 2021 , BE
REAPPOINTED AS INDEPENDENT AUDITOR
(REVISEUR D'ENTREPRISES AGREE) TO PERFORM
THE INDEPENDENT AUDIT OF THE COMPANY
REGARDING THE FINANCIAL YEAR ENDING 31
DECEMBER 2022
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 747577 DUE TO RECEIPT OF CHANGE
IN MEETING DATE FROM 8 JUNE 2022 TO 7 JULY
2022 AND RECORD DATE FROM 25 MAY 2022 TO 23
JUNE 2022. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
HIRO METAVERSE ACQUISITIONS I SA Agenda Number: 716931438
--------------------------------------------------------------------------------------------------------------------------
Security: L48022112
Meeting Type: EGM
Meeting Date: 05-May-2023
Ticker:
ISIN: LU2420558889
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 APPROVE EXTENSION OF THE BUSINESS Mgmt Against Against
COMBINATION DEADLINE BY AMENDING ARTICLES
OF ASSOCIATION AND RATIFYING ALL ACTIONS
UNDERTAKEN BY THE DIRECTORS AND ALL
DOCUMENTS ENTERED INTO OR TO BE ENTERED
INTO IN CONNECTION WITH THE BUSINESS
COMBINATION EXTENSION
2 TRANSACT OTHER BUSINESS Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
HORIZON ACQUISITION CORP. II Agenda Number: 935706234
--------------------------------------------------------------------------------------------------------------------------
Security: G46044106
Meeting Type: Special
Meeting Date: 17-Oct-2022
Ticker: HZON
ISIN: KYG460441069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Extension Amendment Proposal: To amend, by Mgmt Against Against
special resolution, the Amended and
Restated Memorandum and Articles of
Association to extend the date by which the
Company has to consummate a Business
Combination from October 22, 2022 to
September 30, 2023 or such earlier date as
determined by the board of directors.
2 Adjournment Proposal: To, by ordinary Mgmt Against Against
resolution, adjourn the extraordinary
general meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 - Extension
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
IGNYTE ACQUISITION CORP. Agenda Number: 935720626
--------------------------------------------------------------------------------------------------------------------------
Security: 45175H106
Meeting Type: Special
Meeting Date: 24-Oct-2022
Ticker: IGNY
ISIN: US45175H1068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal: To approve Mgmt For For
and adopt the Business Combination
Agreement, dated as of April 28, 2022, by
and between Ignyte Acquisition Corp.,
Ignyte Korea Co, Ltd. and Peak Bio Co.,
Ltd., including the transactions
contemplated thereby.
2. Governing Documents Proposal: To consider Mgmt For For
and vote upon (a) the adoption of Ignyte's
Second Amended and Restated Certificate of
Incorporation and Ignyte's Amended and
Restated Bylaws, which supersede the
existing Amended and Restated Certificate
of Incorporation of Ignyte and the Bylaws
of Ignyte.
3. Nasdaq Proposal: To consider and vote upon Mgmt For For
a proposal to approve, for purposes of
complying with Nasdaq Listing Rule 5635,
the issuance of more than 20% of Ignyte's
Common Stock in connection with the
Business Combination and the PIPE
Financing.
4. Incentive Plan Proposal: To consider and Mgmt For For
vote upon a proposal to approve and adopt a
new long-term incentive plan in form and
substance reasonably acceptable to Ignyte
and Peak Bio, a copy of which is attached
to the accompanying proxy statement as
Annex J.
5. Director Election Proposal: To consider and Mgmt For For
vote upon a proposal to elect up to seven
(7) directors, effective as of and
contingent upon the consummation of the
Business Combination, to serve on Peak Bio,
Inc.'s board of directors until the
expiration of their applicable term, and
until their respective successors are duly
elected and qualified or until their
earlier resignation, removal or death.
6. Adjournment Proposal: To consider and vote Mgmt For For
upon a proposal to approve the adjournment
of the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if there
are insufficient votes for, or otherwise in
connection with, the approval of the
Proposals 1 through 5.
--------------------------------------------------------------------------------------------------------------------------
IGNYTE ACQUISITION CORP. Agenda Number: 935724876
--------------------------------------------------------------------------------------------------------------------------
Security: 45175H106
Meeting Type: Special
Meeting Date: 31-Oct-2022
Ticker: IGNY
ISIN: US45175H1068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: Amend the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation, giving the Company the right
to extend the date by which it has to
consummate a business combination six (6)
times for an additional one (1) month each
time, from November 1, 2022 to May 1, 2023
(i.e., for a period of time ending 27
months from the consummation of its initial
public offering).
--------------------------------------------------------------------------------------------------------------------------
INNOVATIVE INTERNATIONAL ACQ CORP. Agenda Number: 935755732
--------------------------------------------------------------------------------------------------------------------------
Security: G4809M109
Meeting Type: Special
Meeting Date: 19-Jan-2023
Ticker: IOAC
ISIN: KYG4809M1096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt Against Against
special resolution to extend the date by
which the Company must consummate an
initial business combination up to six (6)
times for an additional one (1) month each
time from January 29, 2023 to July 29, 2023
by amending the Company's Amended and
Restated Memorandum and Articles of
Association in the form of amendment set
forth in Annex A to the accompanying proxy
statement.
2. The Trust Agreement Amendment Proposal - An Mgmt Against Against
ordinary resolution to, with the approval
of the affirmative vote of holders of at
least 65% of the issued and outstanding
ordinary shares of the Company, enter into
the Amendment No. 1 to the Investment
Management Trust Agreement by and between
the Company and American Stock Transfer &
Trust Company, LLC, a New York limited
liability company, in the form set forth in
Annex B to the accompanying proxy
statement.
3. The Adjournment Proposal - An ordinary Mgmt Against Against
resolution to adjourn the extraordinary
general meeting of shareholders to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the extraordinary general meeting,
there are not sufficient votes to approve
the Extension Amendment Proposal and the
Trust Agreement Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ISLEWORTH HEALTHCARE ACQUISITION CORP. Agenda Number: 935698590
--------------------------------------------------------------------------------------------------------------------------
Security: 46468P102
Meeting Type: Special
Meeting Date: 26-Aug-2022
Ticker: ISLE
ISIN: US46468P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: A proposal to Mgmt Against Against
amend the Company's amended & restated
certificate of incorporation to extend for
an initial period from 9/1/22 to 12/1/22,
and for up to three additional months at
the election of the Company, ultimately
until as late as 3/1/23 (the "Extended
Date"), the date by which the Company must
consummate a business combination or, if it
fails to do so, cease its operations &
redeem or repurchase 100% of shares of the
Company's common stock issued in the
Company's initial public offering.
2. Trust Amendment Proposal: A proposal to Mgmt Against Against
amend the Investment Management Trust
Agreement, dated February 24, 2021, (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Company (the "Trustee"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement, to authorize
the Extension and its implementation by the
Company.
3. Adjournment Proposal: A proposal to approve Mgmt Against Against
the adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
forgoing proposals. This proposal will only
be presented at the Special Meeting if
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ITIQUIRA ACQUISITION CORP. Agenda Number: 935738572
--------------------------------------------------------------------------------------------------------------------------
Security: G49773107
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: ITQ
ISIN: KYG497731078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. An ordinary resolution of the holders of Mgmt Abstain Against
the Class B Ordinary Shares to re-appoint
the three (3) Class I directors, Paulo
Carvalho de Gouvea, Pedro Chomnalez and
Maria Alejandra Herrera, to the Itiquira
Acquisition Corp. (the "Company") board of
directors (the "Board"), with such
directors to serve two-year terms until the
2024 annual general meeting (Class B
Ordinary Shares Only).
2. An ordinary resolution to ratify the Mgmt Abstain Against
appointment of Marcum LLP as the Company's
independent registered public accounting
firm for the 2022 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
JOFF FINTECH ACQUISITION CORP. Agenda Number: 935745565
--------------------------------------------------------------------------------------------------------------------------
Security: 46592C100
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: JOFF
ISIN: US46592C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - To amend the Mgmt Against Against
Company's Charter to (i) amend the date by
which the Company must cease all operations
except for the purpose of winding up if it
fails to complete a business combination
from February 9, 2023, to the later of (x)
December 14, 2022 or (y) the date of the
effectiveness of the Second Amended and
Restated Certificate of Incorporation (the
"Amended Termination Date") and (ii) to
implement the Trust Amendment (the "Charter
Amendment Proposal").
2. The Trust Amendment Proposal - To amend the Mgmt Against Against
Investment Management Trust Agreement by
and between the Company and Continental
Stock Transfer & Trust Company (i) to
change the date on which Continental must
commence liquidation of the trust account
to the Amended Termination Date and (ii) to
permit the Company, upon written request,
to withdraw from the Trust Account and
distribute to the Company the Shared Cash
Savings Amount (the "Trust Amendment
Proposal").
3. The Adjournment Proposal - To adjourn the Mgmt Against Against
Special Meeting either (x) to permit
further solicitation and vote of proxies if
there are insufficient votes to approve the
Charter Amendment Proposal and/or the Trust
Amendment Proposal or (y) if the Company's
board of directors determines before the
Special Meeting that it is no longer
desirable to proceed with the Charter
Amendment Proposal and/or the Trust
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
LINKEM S.P.A. Agenda Number: 715681347
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 07-Jul-2022
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 27 JUNE 2022 (AND A THIRD CALL ON
07 JULY 2022). CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. PLEASE
BE ALSO ADVISED THAT YOUR SHARES WILL BE
BLOCKED UNTIL THE QUORUM IS MET OR THE
MEETING IS CANCELLED. THANK YOU
1 (A) FIRST PROPOSAL - CONTRIBUTION OF THE Mgmt For For
RETAIL BUSINESS UNIT CONSENTS TO THE
COMPLETION OF THE CONTRIBUTION OF THE
RETAIL BUSINESS UNIT AND WAIVES CONDITION
14.8 (DISPOSAL). (B) SECOND PROPOSAL -
RELEASE OF THE PLEDGE OVER TRADEMARKS
CONSENTS TO: (I) THE CONTRIBUTION TO LINKEM
RETAIL OF ALL THE TRADEMARKS OF THE ISSUER
CURRENTLY PLEDGED FOR THE BENEFIT OF THE
NOTEHOLDERS PURSUANT TO THE DEED OF PLEDGE
OVER INDUSTRIAL PROPERTY RIGHTS (THE
"RELEASED TRADEMARKS"); AND (II) WAIVING
CONDITION 3.2 (SECURITY OF THE NOTES) OF
THE CONDITIONS IN ORDER TO ALLOW THE ISSUER
TO RELEASE THE PLEDGE OVER THE RELEASED
TRADEMARKS AND TO TERMINATE THE DEED OF
PLEDGE OVER INDUSTRIAL PROPERTY RIGHTS. (C)
THIRD PROPOSAL - MERGER CONSENTS TO THE
MERGER AND WAIVES CONDITION 14.9 (MERGER).
(D) FOURTH PROPOSAL - AMENDMENTS TO THE
CONDITIONS CONSENTS NOT TO CONSIDER TISCALI
AND ANY SUBSIDIARY OF TISCALI (EACH, A
"TISCALI GROUP COMPANY") AS A "SUBSIDIARY"
OR A "MATERIAL SUBSIDIARY" OF THE ISSUER
PURSUANT TO THE CONDITIONS AND ASSENTS TO
AND SANCTIONS THE MODIFICATION OF THE TERMS
AND CONDITIONS OF THE NOTES, INCLUDING A
NUMBER OF AMENDMENTS TO THE CONDITIONS IN
ORDER TO REFLECT WHAT CONDITIONS WOULD
INSTEAD CONTINUE TO BE APPLICABLE TO
TISCALI AND EACH OTHER TISCALI GROUP
COMPANY, IT BEING UNDERSTOOD THAT,
NOTWITHSTANDING SUCH PROPOSED AMENDMENTS:
(I) CONDITION 3.2(B) (SECURITY OF THE
NOTES) WOULD APPLY TO TISCALI AND,
THEREFORE, SUBJECT TO COMPLETION OF THE
MERGER, THE ISSUER WOULD GRANT TO THE
SECURED PARTIES A PLEDGE OVER 100% OF THE
TISCALI SHARES SO THAT THE TISCALI SHARES
WOULD FORM PART OF THE TRANSACTION SECURITY
AND THE RELEVANT DEED OF PLEDGE A SECURITY
DOCUMENT; AND (II) THE DEFINITION OF
"ADJUSTED NET LEVERAGE RATIO", "NET
FINANCIAL INDEBTEDNESS" AND "ADJUSTED
EBITDA" FOR THE PURPOSE OF CALCULATING, ON
A CONSOLIDATED BASIS, (X) ANY VARIATION OF
THE ADJUSTED MARGIN PURSUANT TO CONDITION
5.1(E) (INTEREST) AND (Y) THE FINANCIAL
COVENANTS SET FORTH IN CONDITION XIII
(FINANCIAL COVENANTS), WOULD TAKE INTO
ACCOUNT THE RELEVANT FINANCIAL DATA OF THE
TISCALI GROUP COMPANIES. THE AMENDED AND
RESTATED CONDITIONS THAT WOULD GOVERN THE
NOTES FOLLOWING THE APPROVAL OF THE
PROPOSALS BY THE MEETING WILL ALSO BE
AVAILABLE TO THE NOTEHOLDERS UPON WRITTEN
REQUEST TO THE TABULATION AGENT AND/OR THE
ISSUER. (E) FIFTH PROPOSAL - GENERAL
MATTERS SANCTIONS AND ASSENTS TO EVERY
ABROGATION, VARIATION, MODIFICATION,
COMPROMISE OR ARRANGEMENT IN RESPECT OF THE
RIGHTS OF THE NOTEHOLDERS APPERTAINING TO
THE NOTES AGAINST THE ISSUER, WHETHER OR
NOT SUCH RIGHTS ARISE UNDER THE NOTES OR
THE TRUST DEED, AND ASSENTS TO EVERY
MODIFICATION, VARIATION OR ABROGATION OF
THE CONDITIONS AND THE TRUST DEED INVOLVED
IN OR RESULTING FROM OR TO BE EFFECTED BY
THE IMPLEMENTATION OF THE PROPOSALS AND
THIS EXTRAORDINARY RESOLUTION. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THIS EXTRAORDINARY
RESOLUTION EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF THIS EXTRAORDINARY
RESOLUTION OR THAT FOR ANY REASON THIS
EXTRAORDINARY RESOLUTION IS NOT VALID OR
BINDING ON THE HOLDERS. DISCHARGES,
INDEMNIFIES AND EXONERATES THE TRUSTEE FROM
ANY AND ALL LIABILITY FOR WHICH IT MAY HAVE
BECOME OR MAY BECOME RESPONSIBLE UNDER THE
TRUST DEED OR THE NOTES IN RESPECT OF ANY
ACT OR OMISSION IN CONNECTION, THE
MODIFICATIONS OF THE CONDITIONS, THE
IMPLEMENTATION OF THE PROPOSALS AND THIS
EXTRAORDINARY RESOLUTION. AUTHORISES,
DIRECTS, REQUESTS AND EMPOWERS THE TRUSTEE
TO CONCUR, APPROVE, EXECUTE AND DO ALL SUCH
OTHER DEEDS, INSTRUMENTS, ACTS AND THINGS
AND GIVE ALL SUCH DIRECTIONS AND CONSENTS
UNDER THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO - INCLUDING BY
IMPLEMENTING ANY MODIFICATIONS TO THE
CONDITIONS - THIS EXTRAORDINARY RESOLUTION
CMMT 28 JUN 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO POSTPONEMENT OF THE MEETING
DATE FROM 20 JUN 2022 TO 07 JUL 2022 AND
ADDITION OF COMMENT. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 28 JUN 2022: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
--------------------------------------------------------------------------------------------------------------------------
MERCURY ECOMMERCE ACQUISITION CORP Agenda Number: 935745577
--------------------------------------------------------------------------------------------------------------------------
Security: 589381102
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: MEAC
ISIN: US5893811027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment of the Company's Mgmt No vote
Amended and Restated Certificate of
Incorporation, dated July 27, 2021, to
extend the date by which the Company must
consummate a business combination (the
"Extension") from January 30, 2023 (or July
30, 2023 if the Company has executed a
definitive agreement for a business
combination by January 30, 2023) to July
30, 2024 (the date that is 36 months from
the closing date of the Company's initial
public offering of units (the "Extension
Amendment Proposal").
2. A proposal to approve the adjournment of Mgmt No vote
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
OMNILIT ACQUISITION CORP. Agenda Number: 935741973
--------------------------------------------------------------------------------------------------------------------------
Security: 68218C108
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: OLIT
ISIN: US68218C1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - to amend Mgmt Against Against
the Company's amended and restated
certificate of incorporation by allowing us
to extend (the "Extension") the date by
which we have to consummate a business
combination (the "Combination Period") for
an additional nine (9) months, from
February 12, 2023 (the date which is 15
months from the closing date of our initial
public offering of our units (the "IPO") to
November 12, 2023, (the "Extended Date").
2. The Trust Amendment Proposal - to amend the Mgmt Against Against
Investment Management Trust Agreement,
dated November 8, 2021, (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Company (the
"Trustee"), pursuant to an amendment to the
Trust Agreement in the form set forth in
Annex B of the accompanying proxy statement
(the "Trust Amendment"), to authorize the
Extension and its implementation by the
Company.
3. The Adjournment Proposal - to approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
foregoing proposals. The Adjournment
Proposal will only be presented at the
Special Meeting if there are not sufficient
votes to approve the Extension Amendment
Proposal or the Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ONE EQUITY PARTNERS OPEN WATER I CORP. Agenda Number: 935736287
--------------------------------------------------------------------------------------------------------------------------
Security: 68237L105
Meeting Type: Special
Meeting Date: 01-Dec-2022
Ticker: OEPW
ISIN: US68237L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal - To Mgmt Against Against
amend the amended and restated certificate
of incorporation ("Certificate of
Incorporation") to eliminate the
requirement that the Company retain net
tangible assets in excess of $5,000,000
following the redemption of the Class A
common stock, par value $0.0001 per share,
in connection with a Business Combination
and certain amendments of the Certificate
of Incorporation (such proposal, the
"Redemption Limit Elimination Proposal").
2. Early Termination Proposal - To amend the Mgmt Against Against
Certificate of Incorporation to change the
date by which the Company must consummate a
Business Combination from January 26, 2023
to December 8, 2022 (such proposal, the
"Early Termination Proposal"). A copy of
the proposed amendment to the Certificate
of Incorporation is set forth in Annex B to
the accompanying proxy statement.
3. Adjournment Proposal-To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock, par value $0.0001
per share, represented to constitute a
quorum necessary to conduct business at the
Meeting or at the time of the Meeting to
approve the Redemption Limit Elimination
Proposal or the Early Termination Proposal.
--------------------------------------------------------------------------------------------------------------------------
OPNET S.P.A. Agenda Number: 716580609
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 06-Feb-2023
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL Non-Voting
OWNERDETAILS AS PROVIDED BY YOUR CUSTODIAN
BANK. IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 838578 DUE TO THERE IS ONLY 1
RESOLUTION FOR THIS MEETING AND CHANGE IN
CORP NAME. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 07 FEB 2023. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
PLEASE BE ALSO ADVISED THAT YOUR SHARES
WILL BE BLOCKED UNTIL THE QUORUM IS MET OR
THE MEETING IS CANCELLED. THANK YOU
1 (A) EXTENSION OF THE FINAL MATURITY DATE: Mgmt No vote
PROPOSAL TO AMEND THE CONDITIONS IN ORDER
TO EXTEND THE FINAL MATURITY DATE UP TO A
MAXIMUM OF TWELVE MONTHS (THE EXTENSION),
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT (AS DEFINED BELOW).
SUBJECT TO THE APPROVAL OF THE EXTENSION BY
THE MEETING, AND IN RECOGNITION OF THE
NOTEHOLDERS CONSENT TO THE PROPOSALS, THE
COMPANY SHALL CONSIDER PAYING TO THE
NOTEHOLDERS, INCLUDING, FOR THE SAKE OF
CLARITY, THOSE NOTEHOLDERS THAT WILL NOT
ATTEND OR VOTE IN THE MEETING, A CERTAIN
EXTENSION FEE CALCULATED AS A PERCENTAGE OF
THE PRINCIPAL AMOUNT OUTSTANDING OF THE
NOTES, AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT. (B) GENERAL MATTERS:
SANCTIONS AND ASSENTS TO EVERY ABROGATION,
VARIATION, MODIFICATION, COMPROMISE OR
ARRANGEMENT IN RESPECT OF THE RIGHTS OF THE
NOTEHOLDERS APPERTAINING TO THE NOTES
AGAINST THE ISSUER, WHETHER OR NOT SUCH
RIGHTS ARISE UNDER THE NOTES OR THE TRUST
DEED, AND ASSENTS TO EVERY MODIFICATION,
VARIATION OR ABROGATION OF THE CONDITIONS
AND THE TRUST DEED INVOLVED IN OR RESULTING
FROM OR TO BE EFFECTED BY THE
IMPLEMENTATION OF THE PROPOSALS. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THE APPROVAL OF ANY
PROPOSALS EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF AN EXTRAORDINARY
RESOLUTION ON SUCH PROPOSALS THAT FOR ANY
REASON CAUSE THE EXTRAORDINARY RESOLUTION
NOT TO BE VALID OR BINDING ON THE HOLDERS.
DISCHARGES, INDEMNIFIES AND EXONERATES THE
TRUSTEE FROM ANY AND ALL LIABILITY FOR
WHICH IT MAY HAVE BECOME OR MAY BECOME
RESPONSIBLE UNDER THE TRUST DEED OR THE
NOTES IN RESPECT OF ANY ACT OR OMISSION IN
CONNECTION, THE MODIFICATIONS OF THE
CONDITIONS, THE IMPLEMENTATION OF THE
PROPOSALS. AUTHORISES, DIRECTS, REQUESTS
AND EMPOWERS THE TRUSTEE TO CONCUR,
APPROVE, EXECUTE AND DO ALL SUCH OTHER
DEEDS, INSTRUMENTS, ACTS AND THINGS AND
GIVE ALL SUCH DIRECTIONS AND CONSENTS UNDER
THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO THE PROPOSALS, INCLUDING
BY MAKING ANY APPROPRIATE MODIFICATIONS TO
THE CONDITIONS
CMMT 31 JAN 2023: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
CMMT 31 JAN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES TO MID
848236, PLEASE DO NOT VOTE AGAIN UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
OPNET S.P.A. Agenda Number: 717277772
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 19-Jun-2023
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL Non-Voting
OWNER DETAILS AS PROVIDED BY YOUR CUSTODIAN
BANK. IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT 24 MAY 2023: PLEASE NOTE IN THE EVENT THE Non-Voting
MEETING DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 21 JUN 2023.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
1 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO EXTEND THE FINAL MATURITY DATE BY UP TO
THREE YEARS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT (AS DEFINED
BELOW)
2 PROPOSAL TO CONSENT TO THE WAIVER OF Mgmt For For
CERTAIN FINANCIAL COVENANTS OF THE ISSUER
UNDER CONDITION XIII (FINANCIAL COVENANTS)
AND RELEVANT REMEDIES UPON OCCURRENCE OF
ANY BREACH THEREOF, AS WELL AS TO INSTRUCT
THE TRUSTEE TO WAIVE ANY ACTION OR REMEDY
AGAINST THE ISSUER IN CONNECTION THEREWITH,
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT
3 PROPOSAL TO CONSENT TO THE ONE-TIME WAIVER Mgmt For For
OF CERTAIN OTHER PROVISIONS OF THE
CONDITIONS AND RELEVANT REMEDIES UPON
OCCURRENCE OF ANY BREACH THEREOF OR OF
EVENTS SET FORTH THEREIN, AS WELL AS TO
INSTRUCT THE TRUSTEE TO WAIVE ANY ACTION OR
REMEDY AGAINST THE ISSUER IN CONNECTION
THEREWITH, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
4 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO INCLUDE, SUBJECT TO THE EXTENSION OF THE
FINAL MATURITY DATE, CERTAIN RESTRICTIONS
APPLICABLE TO THE ISSUER WITH RESPECT TO
THE EXTENSION OF THE DEFINITION OF
PERMITTED SECURITY AS WELL AS CERTAIN
OBLIGATIONS OF THE ISSUER IN CONNECTION
WITH (I) THE INCURRENCE BY THE ISSUER OF
FINANCIAL INDEBTEDNESS AND (II) ANTI-
CORRUPTION LAWS, ANTI-MONEY LAUNDERING LAWS
AND SANCTIONS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
5 SANCTIONS AND ASSENTS TO EVERY ABROGATION, Mgmt For For
VARIATION, MODIFICATION, COMPROMISE OR
ARRANGEMENT IN RESPECT OF THE RIGHTS OF THE
NOTEHOLDERS APPERTAINING TO THE NOTES
AGAINST THE ISSUER, WHETHER OR NOT SUCH
RIGHTS ARISE UNDER THE NOTES OR THE TRUST
DEED, AND ASSENTS TO EVERY MODIFICATION,
VARIATION OR ABROGATION OF THE CONDITIONS
AND THE TRUST DEED INVOLVED IN OR RESULTING
FROM OR TO BE EFFECTED BY THE
IMPLEMENTATION OF THE PROPOSALS. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THE APPROVAL OF ANY
PROPOSALS EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF AN EXTRAORDINARY
RESOLUTION ON SUCH PROPOSALS THAT FOR ANY
REASON CAUSE THE EXTRAORDINARY RESOLUTION
NOT TO BE VALID OR BINDING ON THE HOLDERS.
DISCHARGES, INDEMNIFIES AND EXONERATES THE
TRUSTEE FROM ANY AND ALL LIABILITY FOR
WHICH IT MAY HAVE BECOME OR MAY BECOME
RESPONSIBLE UNDER THE TRUST DEED OR THE
NOTES IN RESPECT OF ANY ACT OR OMISSION IN
CONNECTION, THE MODIFICATIONS OF THE
CONDITIONS, THE IMPLEMENTATION OF THE
PROPOSALS. AUTHORISES, DIRECTS, REQUESTS
AND EMPOWERS THE TRUSTEE TO CONCUR,
APPROVE, EXECUTE AND DO ALL SUCH OTHER
DEEDS, INSTRUMENTS, ACTS AND THINGS AND
GIVE ALL SUCH DIRECTIONS AND CONSENTS UNDER
THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO THE PROPOSALS, INCLUDING
BY MAKING ANY APPROPRIATE MODIFICATIONS TO
THE CONDITIONS
CMMT 06 JUN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION AND ADDITION
OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
CMMT 06 JUN 2023: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR ALL RESOLUTIONS, ABSTAIN IS NOT A
VOTING OPTION ON THIS MEETING
--------------------------------------------------------------------------------------------------------------------------
OYSTER ENTERPRISES ACQUISITION CORP. Agenda Number: 935745236
--------------------------------------------------------------------------------------------------------------------------
Security: 69242M104
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: OSTR
ISIN: US69242M1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - To permit Mgmt For For
the Company to liquidate and wind up early
by amending the Company's Amended and
Restated Certificate of Incorporation (the
"Charter") to (i) amend the date by which
the Company must consummate a merger,
capital stock exchange, asset acquisition,
stock purchase, reorganization or similar
business combination, which we refer to as
our initial business combination, from
January 22, 2023 (the "Original Termination
Date") to such other ...(due to space
limits,see proxy material for full
proposal).
2. The Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement,
dated January 19, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, a New York corporation, as
trustee to change the date on which
Continental must commence liquidation of
the Trust Account established in connection
with the Company's initial public offering
from the Original Termination Date to the
Amended Termination Date (the "Early
Termination Trust Amendment Proposal").
3. The Adjournment Proposal - To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Charter Amendment Proposal
and Early Termination Trust Amendment
Proposal or if otherwise determined by the
chairperson of the Special Meeting to be
necessary or appropriate.
--------------------------------------------------------------------------------------------------------------------------
PIVOTAL INVESTMENT CORPORATION III Agenda Number: 935749309
--------------------------------------------------------------------------------------------------------------------------
Security: 72582M106
Meeting Type: Special
Meeting Date: 28-Dec-2022
Ticker: PICC
ISIN: US72582M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date that
the Company has to consummate a business
combination to August 11, 2023.
2. Adjournment Proposal: Approve the Mgmt Against Against
adjournment of the special meeting to a
later date or dates, if the Company
determines that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
PONTEM CORPORATION Agenda Number: 935752508
--------------------------------------------------------------------------------------------------------------------------
Security: G71707106
Meeting Type: Special
Meeting Date: 13-Jan-2023
Ticker: PNTM
ISIN: KYG717071065
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt Against Against
Company's Articles to extend the date that
the Company has to consummate a business
combination from January 15, 2023 to July
15, 2023 or such earlier date as is
determined by our Board to be in the best
interests of the Company pursuant to the
following resolution: RESOLVED, as a
special resolution THAT, effective
immediately, the Articles of the Company be
amended by: 1a. amending Article 49.7 by
deleting the following introduction of such
sub-section: ...(due to space limits, see
proxy material for full proposal).
2. Trust Amendment Proposal - Amend the Mgmt Against Against
Investment Management Trust Agreement,
dated January 12, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from January 15, 2023 to July 15, 2023 or
such earlier date as is determined by our
Board to be in ...(due to space limits, see
proxy material for full proposal).
3. Adjournment Proposal - Adjourn the Mgmt Against Against
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2
pursuant to the following resolution:
"RESOLVED, as an ordinary resolution, that
the adjournment of the general meeting to a
later date or dates to be determined by the
chairman of the general meeting, if ...(due
to space limits, see proxy material for
full proposal).
--------------------------------------------------------------------------------------------------------------------------
RELATIVITY ACQUISITION CORP. Agenda Number: 935748422
--------------------------------------------------------------------------------------------------------------------------
Security: 75944B106
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: RACY
ISIN: US75944B1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation as proposed in Annex A to
the proxy statement to extend the date by
which the Company has to consummate a
Business Combination from February 15, 2023
to August 15, 2023 (or such earlier date as
determined by the Board).
2. Adjournment Proposal: A proposal to approve Mgmt Against Against
the adjournment of the Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
SILVER CREST ACQUISITION CORPORATION Agenda Number: 935692891
--------------------------------------------------------------------------------------------------------------------------
Security: G81355102
Meeting Type: Special
Meeting Date: 18-Aug-2022
Ticker: SLCR
ISIN: KYG813551028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon, as an ordinary
resolution, a proposal to approve and
authorize the Agreement and Plan of Merger,
dated as of August 13, 2021, by and among
Silver Crest Acquisition Corporation, TH
International Limited and Miami Swan Ltd
(as amended by Amendments No. 1, No. 2 and
No. 3 thereto, and as may be further
amended), a copy of which is attached to
the proxy statement/prospectus as Annex A,
and the transactions contemplated therein.
2. The Merger Proposal - to consider and vote Mgmt For For
upon, as a special resolution, a proposal
to approve and authorize the First Merger
and the Plan of Merger by and among Silver
Crest, Merger Sub and THIL, substantially
in the form attached to the accompanying
proxy statement/prospectus as Annex C (the
"Merger Proposal").
3. The Adjournment Proposal - to consider and Mgmt For For
vote upon, as an ordinary resolution, a
proposal to adjourn the extraordinary
general meeting to a later date or dates to
be determined by the chairman of the
extraordinary general meeting, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
extraordinary general meeting, there are
not sufficient votes to approve one or more
proposals presented to shareholders for a
vote (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
SILVER SPIKE III ACQUISITION CORP Agenda Number: 716292913
--------------------------------------------------------------------------------------------------------------------------
Security: 828175109
Meeting Type: SGM
Meeting Date: 18-Nov-2022
Ticker:
ISIN: CA8281751096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE Non-Voting
ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST' FOR
RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
1 TO CONSIDER, AND IF DEEMED ADVISABLE, TO Mgmt Against Against
APPROVE, WITH OR WITHOUT VARIATION, AN
ORDINARY RESOLUTION, THE FULL TEXT OF WHICH
IS SET FORTH IN APPENDIX "A" TO THE
ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR DATED OCTOBER 20, 2022, TO EXTEND
THE DATE BY WHICH SILVER SPIKE III
ACQUISITION CORP. HAS TO CONSUMMATE A
QUALIFYING TRANSACTION FROM NOVEMBER 27,
2022 TO MAY 27, 2023
CMMT PLEASE NOTE THAT THIS IS A SPAC MEETING. Non-Voting
PLEASE CONTACT YOUR CLIENT REPRESENTATIVE
SHOULD YOU NEED ANY ADDITIONAL INFORMATION
REGARDING THIS MEETING. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
SOCIAL LEVERAGE ACQUISITION CORP. I Agenda Number: 935745604
--------------------------------------------------------------------------------------------------------------------------
Security: 83363K102
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: SLAC
ISIN: US83363K1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") for an
additional three months, from February 17,
2023 (the "Current Termination Date") to
May 17, 2023 (the "Extended Termination
Date").
2. Approval of an amendment to the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation to eliminate from the charter
the limitation that the Company may not
redeem public shares to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51- 1(g)(1) of
the Exchange Act of less than $5,000,001 in
order to allow the Company to redeem public
shares irrespective of whether such
redemption would exceed the Redemption
Limitation.
3. Adjourn the special meeting to a later date Mgmt Against Against
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 and Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
TALEN ENERGY SUPPLY LLC Agenda Number: 935731047
--------------------------------------------------------------------------------------------------------------------------
Security: 87422VAF5
Meeting Type: Consent
Meeting Date: 09-Dec-2022
Ticker:
ISIN: US87422VAF58
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. VOTE ON THE PLAN. SELECT "FOR" TO ACCEPT Mgmt For
THE PLAN SELECT "AGAINST" TO REJECT THE
PLAN. ABSTAIN IS NOT A VALID VOTING OPTION
AND WILL NOT COUNT.
2. OPT OUT OF THE THIRD-PARTY RELEASE. (FOR = Mgmt Abstain
OPT OUT, AGAINST OR ABSTAIN = DO NOT OPT
OUT).
--------------------------------------------------------------------------------------------------------------------------
TALEN ENERGY SUPPLY LLC Agenda Number: 935731047
--------------------------------------------------------------------------------------------------------------------------
Security: 87422VAJ7
Meeting Type: Consent
Meeting Date: 09-Dec-2022
Ticker:
ISIN: US87422VAJ70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. VOTE ON THE PLAN. SELECT "FOR" TO ACCEPT Mgmt For
THE PLAN SELECT "AGAINST" TO REJECT THE
PLAN. ABSTAIN IS NOT A VALID VOTING OPTION
AND WILL NOT COUNT.
2. OPT OUT OF THE THIRD-PARTY RELEASE. (FOR = Mgmt Abstain
OPT OUT, AGAINST OR ABSTAIN = DO NOT OPT
OUT).
--------------------------------------------------------------------------------------------------------------------------
TECH AND ENERGY TRANSITION CORPORATION Agenda Number: 935768816
--------------------------------------------------------------------------------------------------------------------------
Security: 87823R102
Meeting Type: Special
Meeting Date: 16-Mar-2023
Ticker: TETC
ISIN: US87823R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation ("Certificate of
Incorporation") to extend the date by which
the Company has to consummate a business
combination from March 19, 2023 to
September 19, 2023.
2. Approval of an amendment to the Certificate Mgmt Against Against
of Incorporation to eliminate the
limitation that the Company may not redeem
public shares to the extent that such
redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51- 1(g) (1) of
the Securities Exchange Act of 1934) of
less than $5,000,001.
3. Approval of an amendment to the Certificate Mgmt Against Against
of Incorporation to set April 5, 2023, as
the date by which, upon the approval of
Proposal 1, the Corporation must redeem
shares of Class A Common Stock held by
public stockholders who elect to redeem
such shares prior to 5:00 p.m., Eastern
time, on April 3, 2023.
4. Approval to adjourn the Special Meeting to Mgmt Against Against
a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
and Proposal 3.
--------------------------------------------------------------------------------------------------------------------------
TEKKORP DIGITAL ACQUISITION CORP. Agenda Number: 935712061
--------------------------------------------------------------------------------------------------------------------------
Security: G8739H106
Meeting Type: Special
Meeting Date: 13-Oct-2022
Ticker: TEKK
ISIN: KYG8739H1065
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 EXTENSION PROPOSAL - APPROVAL TO AMEND THE Mgmt Against Against
COMPANY'S CHARTER PURSUANT TO AN AMENDMENT
TO CHARTER IN FORM SET FORTH IN ANNEX A OF
ACCOMPANYING PROXY STATEMENT TO EXTEND DATE
BY WHICH THE COMPANY MUST 1) CONSUMMATE A
MERGER, AMALGAMATION, SHARE EXCHANGE, ASSET
ACQUISITION, SHARE PURCHASE, REORGANIZATION
OR SIMILAR BUSINESS COMBINATION, WHICH WE
REFER TO AS OUR INITIAL BUSINESS
COMBINATION, 2) CEASE ITS OPERATIONS EXCEPT
FOR PURPOSE OF WINDING UP IF IT FAILS TO
COMPLETE SUCH INITIAL BUSINESS COMBINATION
AND (3) REDEEM ALL OF THE CLASS A ORDINARY
SHARES.
2 THE ADJOURNMENT PROPOSAL - AS AN ORDINARY Mgmt Against Against
RESOLUTION, TO APPROVE THE ADJOURNMENT OF
THE EXTRAORDINARY GENERAL MEETING TO A
LATER DATE OR DATES, IF NECESSARY, TO
PERMIT FURTHER SOLICITATION AND VOTE OF
PROXIES IN THE EVENT THAT THERE ARE
INSUFFICIENT VOTES FOR, OR OTHERWISE IN
CONNECTION WITH, THE APPROVAL OF EXTENSION
PROPOSAL (THE "ADJOURNMENT PROPOSAL"),
WHICH WILL ONLY BE PRESENTED AT THE
EXTRAORDINARY GENERAL MEETING IF, BASED ON
THE TABULATED VOTES, THERE ARE NOT
SUFFICIENT VOTES AT TIME OF EXTRAORDINARY
GENERAL MEETING TO APPROVE THE EXTENSION
PROPOSAL.
|
BERENSON ACQUISITION CORP. I
|
|
|
|
Meeting Date: 3/28/2023
|
|
|
|
|
Ticker: BACA
|
|
|
|
|
ISIN: US0836901076
|
|
|
|
| |
|
|
|
|
|
Prop #
|
Proposal
|
Proposal Type
|
Proposal Vote
|
For/Against Management
|
|
1)
|
The Charter Amendment Proposal: To amend the Company's amended and restated certificate of incorporation, in the form set forth as Annex A to the accompanying proxy statement (the "Charter Amendment"), to extend
the date by which the Company must consummate an initial business combination from March 30, 2023 to September 30, 2023 or such earlier date as determined by the Company's board of directors (the "Charter Amendment Proposal").
|
Mgmt
|
For
|
For
|
|
2)
|
The Trust Amendment Proposal - To amend the Investment Management Trust Agreement, dated as of September 27, 2021, by and between the Company and Continental Stock Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy statement, to provide for the Extension to the Extended Date pursuant to the Charter Amendment (the "Trust Amendment Proposal").
|
Mgmt
|
For
|
For
|
|
3)
|
The Adjournment Proposal - To direct the chairman of the special meeting to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon
the tabulated vote at the time of the special meeting, there are not sufficient votes to approve one or more of the foregoing proposals or the Board determines before the special meeting that it is not necessary or no longer desirable to
proceed with the Charter Amendment Proposal and the Trust Amendment Proposal.
|
Mgmt
|
For
|
For
|
| |
|
|
|
|
|
PROSOMNUS, INC.
|
|
|
|
|
Meeting Date: 5/25/2023
|
|
|
|
|
Ticker: OSA
|
|
|
|
|
CUSIP: 50535E108
|
|
|
|
| |
|
|
|
|
|
Prop #
|
Proposal
|
Proposal Type
|
Proposal Vote
|
For/Against Management
|
|
1a)
|
To elect Class A director to serve until the 2026 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified: Leonard Hedge
|
Mgmt
|
For
|
For
|
|
1b)
|
To elect Class A director to serve until the 2026 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified: Steven Pacelli
|
Mgmt
|
For
|
For
|
|
2)
|
To approve the ProSomnus, Inc. 2023 Employee Stock Purchase Program.
|
Mgmt
|
For
|
For
|
|
3)
|
To consider and vote upon a proposal to approve, for the purposes of complying with Nasdaq Listing Rule 5635{b), the change of control that could result in connection with the issuance of shares underlying our
existing Convertible Notes.
|
Mgmt
|
For
|
For
|
|
4)
|
To ratify the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
|
Mgmt
|
For
|
For
|
| |
|
|
|
|
|
REVELSTONE CAPITAL ACQUISITION CORP.
|
|
|
Meeting Date: 6/14/2023
|
|
|
|
|
Ticker: RCAC
|
|
|
|
|
CUSIP: 76137R106
|
|
|
|
| |
|
|
|
|
|
Prop #
|
Proposal
|
Proposal Type
|
Proposal Vote
|
For/Against Management
|
|
1)
|
EXTEND THE DATE BY WHICH REVELSTONE CAPITAL HAS TO CONSUMMATE A BUSINESS COMBINATION UP TO SIX TIMES, EACH SUCH EXTENSION FOR AN ADDITIONAL ONE MONTH PERIOD, FROM JUNE 21, 2023 TO DECEMBER 21, 2023; AND (b) TO
CHANGE SECTION 9.2 (A) OF THE CHARTER TO REMOVE THE NET TANGIBLE ASSET REQUIREMENT SO THAT THE COMPANY IS NOT REQUIRED TO HAVE NET TANGIBLE ASSETS OF AT LEAST $5,000,001 TO CONSUMMATE A BUSINESS COMBINATION
|
Mgmt
|
For
|
For
|
|
2)
|
APPROVAL OF AN AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED AS OF DECEMBER 16, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY, ALLOWING THE COMPANY
TO EXTEND THE COMBINATION PERIOD SIX TIMES FOR AN ADDITIONAL ONE-MONTH PERIOD EACH TIME, FROM JUNE 21, 2023 UP TO DECEMBER 21, 2023 BY DEPOSITING INTO THE TRUST ACCOUNT $90,000 FOR EACH ONE-MONTH EXTENSION.
|
Mgmt
|
For
|
For
|
|
3)
|
APPROVAL TO DIRECT THE CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE
AT THE TIME OF THE MEETING, THERE ARE NOT SUFFICIENT VOTES TO APPROVE THE PROPOSAL l AND 2.
|
Mgmt
|
For
|
For
|
CrossingBridge Pre-Merger SPAC ETF
--------------------------------------------------------------------------------------------------------------------------
10X CAPITAL VENTURE ACQUISITION CORP. II Agenda Number: 935725474
--------------------------------------------------------------------------------------------------------------------------
Security: G87076108
Meeting Type: Special
Meeting Date: 09-Nov-2022
Ticker: VCXA
ISIN: KYG870761080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt Against Against
resolution, to amend and restate the
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amended and restated Charter
in the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (an
"initial business combination"), (2) cease
its ...(due to space limits, see proxy
material for full proposal).
2. The Adjournment Proposal - as an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
26 CAPITAL ACQUISITION CORP. Agenda Number: 935741872
--------------------------------------------------------------------------------------------------------------------------
Security: 90138P100
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: ADER
ISIN: US90138P1003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from January 20, 2023
to October 20, 2023 (or such earlier date
as determined by the Board).
2.1 Election of Class I Director to serve until Mgmt Abstain Against
the annual meeting of stockholders of the
Company to be held in 2025 or until a
successor is elected and qualified or their
earlier resignation or removal: Rafi
Ashkenazi
2.2 Election of Class I Director to serve until Mgmt Abstain Against
the annual meeting of stockholders of the
Company to be held in 2025 or until a
successor is elected and qualified or their
earlier resignation or removal: J. Randall
Waterfield
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
A SPAC I ACQUISITION CORP. Agenda Number: 935759855
--------------------------------------------------------------------------------------------------------------------------
Security: G0542S106
Meeting Type: Special
Meeting Date: 13-Feb-2023
Ticker: ASCA
ISIN: VGG0542S1065
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. APPROVAL OF AN AMENDMENT & RESTATEMENT OF Mgmt Against Against
COMPANY'S AMENDED & RESTATED MEMORANDUM &
ARTICLES OF ASSOCIATION TO, AMONG OTHER
THINGS, ALLOW ASCA TO EXTEND DATE BY WHICH
THE COMPANY HAS TO CONSUMMATE A BUSINESS
COMBINATION ("EXTENSION") UP TO EIGHT (8)
TIMES FOR AN ADDITIONAL ONE MONTH EACH TIME
FROM 2/17/2023 TO 10/17/2023 BY DELETING
THE AMENDED AND RESTATED MEMORANDUM AND
ARTICLES OF ASSOCIATION OF THE COMPANY IN
ITS ENTIRETY AND SUBSTITUTING IT WITH
SECOND AMENDED & ARTICLES OF ASSOCIATION OF
COMPANY IN THE FORM SET FORTH IN ANNEX A TO
PROXY STATEMENT.
2. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt Against Against
CHAIRMAN OF THE EXTRAORDINARY GENERAL
MEETING TO ADJOURN THE EXTRAORDINARY
GENERAL MEETING TO A LATER DATE OR DATES,
IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE PROPOSAL 1.
--------------------------------------------------------------------------------------------------------------------------
ACCELERATE ACQUISITION CORP. Agenda Number: 935745200
--------------------------------------------------------------------------------------------------------------------------
Security: 00439D102
Meeting Type: Special
Meeting Date: 15-Dec-2022
Ticker: AAQC
ISIN: US00439D1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal: Mgmt Against Against
Amend the Company's amended and restated
certificate of incorporation to (i)
eliminate the requirement that the Company
retain at least $5,000,001 of net tangible
assets following the redemption of Public
Shares in connection with a Business
Combination and certain amendments of the
Certificate of Incorporation and (ii) allow
the Company to remove up to $100,000 of
interest earned on the amount on deposit in
the Trust Account.
2. Early Termination Proposal: Amend the Mgmt Against Against
Certificate of Incorporation to change the
date by which the Company must consummate a
Business Combination from March 22, 2023 to
such other date as shall be determined by
the Board and publicly announced by the
Company, provided that such other date
shall be no sooner than the date of the
effectiveness of the amendment to the
Certificate of Incorporation pursuant to
the General Corporation Law of the State of
Delaware and no later than December 30,
2022.
3. Early Termination Trust Amendment Proposal: Mgmt Against Against
Amend the Investment Management Trust
Agreement, dated March 17, 2021 to change
the date on which Continental must commence
liquidation of the trust account from the
Original Termination Date to the Early
Termination Date.
4. Adjournment Proposal: Adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock to constitute a
quorum necessary to conduct business at the
Stockholder Meeting or at the time of the
Stockholder Meeting to approve the
Redemption Limit Elimination Proposal, the
Early Termination Proposal or the Early
Termination Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
AEQUI ACQUISITION CORP. Agenda Number: 935725551
--------------------------------------------------------------------------------------------------------------------------
Security: 00775W102
Meeting Type: Special
Meeting Date: 15-Nov-2022
Ticker: ARBG
ISIN: US00775W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
business combination from November 24, 2022
to August 24, 2023 (or such earlier date as
determined by the Board).
2. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal
1.
--------------------------------------------------------------------------------------------------------------------------
AFRICAN GOLD ACQUISITION CORPORATION Agenda Number: 935770443
--------------------------------------------------------------------------------------------------------------------------
Security: G0112R108
Meeting Type: Special
Meeting Date: 02-Mar-2023
Ticker: AGAC
ISIN: KYG0112R1083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution that: a)
Article 49.7 of African Gold's Amended and
Restated Articles of Association be deleted
in its entirety and replaced with the
following new Article 49.7: "In the event
that the Company does not consummate a
Business Combination upon the date which is
the later of (A) 2 June 2023 (or 2 March
2024, if applicable under the provisions of
this Article 49.7) and (B) such later date
as may be approved by the Members in
accordance ...(due to space limits, see
proxy material for full proposal).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - RESOLVED, as a special
resolution that: a) Article 49.2(b) of
African Gold's Amended and Restated
Articles of Association be deleted in its
entirety and replaced with the following
new Article 49.2(b): "provide Members with
the opportunity to have their Shares
repurchased by means of a tender offer for
a per-Share repurchase price payable in
cash, equal to the aggregate amount then on
deposit in the Trust Account, calculated as
of two ...(due to space limits, see proxy
material for full proposal).
3. The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value $0.0001 per share (the "Public
Shares"), and Class B ordinary shares, par
value $0.0001 per share, in the capital of
African Gold represented (either in ...(due
to space limits, see proxy material for
full proposal).
--------------------------------------------------------------------------------------------------------------------------
ANZU SPECIAL ACQUISITION CORP I Agenda Number: 935761521
--------------------------------------------------------------------------------------------------------------------------
Security: 03737A101
Meeting Type: Special
Meeting Date: 28-Feb-2023
Ticker: ANZU
ISIN: US03737A1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend Mgmt Against Against
Anzu's amended and restated certificate of
incorporation to extend the date by which
Anzu has to consummate a business
combination from March 4, 2023 to September
30, 2023 or such earlier date as determined
by the Board (the "Extension Amendment
Proposal"). A copy of the proposed
amendments is set forth in Annex A to the
accompanying proxy statement.
2. Adjournment Proposal - To adjourn Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of
Stockholder Meeting, there are insufficient
shares of Class A common stock, par value
$0.0001 per share, and shares of Class B
common stock, par value $0.0001 per share,
of Anzu represented to constitute a quorum
necessary to conduct business at the
Stockholder Meeting or at time of
Stockholder Meeting to approve Extension
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
APEIRON CAPITAL INVESTMENT CORP. Agenda Number: 935746721
--------------------------------------------------------------------------------------------------------------------------
Security: 03752A101
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: APN
ISIN: US03752A1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 12, 2023
to August 14, 2023 (or such earlier date as
determined by the Board).
2. Director Election Proposal: To elect the Mgmt Withheld Against
following director as a Class I director
(to serve until the annual meeting of
stockholders of the Company to be held in
2025 or until a successor is elected and
qualified or his earlier resignation or
removal): Charles Aggouras
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
APOLLO STRATEGIC GROWTH CAPITAL II Agenda Number: 935825058
--------------------------------------------------------------------------------------------------------------------------
Security: G0412A102
Meeting Type: Special
Meeting Date: 05-May-2023
Ticker: APGB
ISIN: KYG0412A1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, amendment of fourth amended and Mgmt Against Against
restated memorandum and articles of
association to extend date by which the
Company must (1) consummate a merger, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination with one or more
businesses or entities (business
combination), or (2) if it fails to
complete such business combination by such
date, cease all operations except for the
purpose of winding up, redeem all of Class
A ordinary shares that was consummated on
Feb 12, 2021, from May 12, 2023 to Feb 12,
2024.
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - to approve, as a special
resolution, the amendment of the Articles
as provided by the second resolution in the
form set forth in Annex A to the
accompanying Proxy Statement (the
"Redemption Limitation Amendment") to
eliminate from the Articles the limitation
that the Company shall not redeem public
shares to the extent that such redemption
would cause the Company's net tangible
assets to be less than $5,000,001 (the
"Redemption Limitation").
3. The Adjournment Proposal - to approve, as Mgmt Against Against
an ordinary resolution, the adjournment of
the Extraordinary General Meeting to a
later date or dates or indefinitely, if
necessary or convenient, either (x) to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of any of the
foregoing proposals or (y) if our board
determines before the Extraordinary General
Meeting that it is not necessary or no
longer desirable to proceed with the other
proposals.
--------------------------------------------------------------------------------------------------------------------------
ARBOR RAPHA CAPITAL BIOHOLDINGS CORP. I Agenda Number: 935735588
--------------------------------------------------------------------------------------------------------------------------
Security: 03881F104
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: ARCK
ISIN: US03881F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - a proposal to Mgmt Against Against
amend the Company's Amended and Restated
Certificate of Incorporation (the
"Certificate of Incorporation") pursuant to
an amendment to the Certificate of
Incorporation (as set forth in the "first"
and "second" sections of Annex A of the
accompanying proxy statement).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - a proposal to amend the
Certificate of Incorporation pursuant to an
amendment to the Certificate of
Incorporation (as set forth in the "third",
"fourth", "fifth" and "sixth" sections of
Annex A of the accompanying proxy
statement).
3. The Adjournment Proposal - A proposal to Mgmt Against Against
approve the adjournment of the Special
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which may be presented at the
Special Meeting if, based on the tabulated
votes, there are not sufficient votes at
the time of the Special Meeting to approve
the Extension Proposal.
--------------------------------------------------------------------------------------------------------------------------
ARENA FORTIFY ACQUISITION CORP. Agenda Number: 935741050
--------------------------------------------------------------------------------------------------------------------------
Security: 04005A104
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: AFAC
ISIN: US04005A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: To permit the Company to Mgmt For For
liquidate and wind up early by amending the
Charter to (i) change the date by which the
Company must consummate an initial business
combination, from February 15, 2023 to
December 9, 2022, (ii) remove the
Redemption Limitation and (iii) allow the
Company to remove prior to redeeming Public
Shares up to $100,000 of interest earned on
Trust Account funds to pay dissolution
expenses.
2. Adjournment: To adjourn the Special Meeting Mgmt Abstain Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are insufficient votes from shares of the
Company's holders of the Common Stock to
approve the Charter Amendment Proposal or
if otherwise determined by the chairperson
of the Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
ARES ACQUISITION CORPORATION Agenda Number: 935753841
--------------------------------------------------------------------------------------------------------------------------
Security: G33032106
Meeting Type: Special
Meeting Date: 02-Feb-2023
Ticker: AAC
ISIN: KYG330321061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend, by Mgmt Against Against
way of special resolution, AAC's amended
and restated memorandum and articles of
association (the "Memorandum and Articles
of Association") pursuant to an amendment
in the form set forth on Annex A to the
accompanying proxy statement to: (i) extend
the date by which AAC has to consummate a
business combination (the "Charter
Extension") from February 4, 2023 to August
4, 2023 (the "Charter Extension Date"), or
such earlier date as determined by ...(due
to space limits, see proxy material for
full proposal).
2. Redemption Limitation Amendment Proposal - Mgmt Against Against
To amend, by way of special resolution, the
Memorandum and Articles of Association
pursuant to an amendment in the form set
forth on Annex A to the accompanying proxy
statement to delete: (i) the limitation on
share repurchases prior to the consummation
of a business combination that would cause
AAC's net tangible assets to be less than
$5,000,001 following such repurchases; (ii)
the limitation that AAC shall not
consummate a business combination ...(due
to space limits, see proxy material for
full proposal).
3. Adjournment Proposal - To adjourn the Mgmt Against Against
Shareholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A ordinary shares, par value $0.0001
per share, and Class B ordinary shares, par
value $0.0001 per share, in the capital of
AAC represented (either in person or by
proxy) to constitute a quorum necessary to
conduct business at the ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
ATLANTIC AVENUE ACQUISITION CORP. Agenda Number: 935708480
--------------------------------------------------------------------------------------------------------------------------
Security: 04906P101
Meeting Type: Special
Meeting Date: 04-Oct-2022
Ticker: ASAQ
ISIN: US04906P1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation to allow the Company,
without another stockholder vote, to elect
to extend the date by which the Company
must consummate a business combination (the
"Extension") from October 6, 2022 (the date
that is 24 months from the closing date of
the Company's initial public offering of
units (the "IPO")), on a monthly basis for
up to six times to April 6, 2023 (the date
that is 30 months from the closing date of
the IPO).
2. Trust Amendment Proposal: Amend the Mgmt Against Against
Company's Investment Management Trust
Agreement, dated October 1, 2020, by and
between the Company and Continental Stock
Transfer & Trust Company (the "Trustee"),
to allow the Company, without another
stockholder vote, to elect to extend the
date on which the Trustee must liquidate
the trust account established by the
Company in connection with its IPO if the
Company has not completed its initial
business combination, on a monthly basis
...(due to space limits, see proxy material
for full proposal).
3. Adjournment Proposal: Adjourn the special Mgmt Against Against
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes to approve Proposal
1 and Proposal 2 or if we determine that
additional time is necessary to effectuate
the Extension.
--------------------------------------------------------------------------------------------------------------------------
ATLAS CREST INVESTMENT CORP. II Agenda Number: 935736263
--------------------------------------------------------------------------------------------------------------------------
Security: 049287105
Meeting Type: Special
Meeting Date: 01-Dec-2022
Ticker: ACII
ISIN: US0492871050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal - To Mgmt Against Against
amend the Company's amended and restated
certificate of incorporation (the
"Certificate of Incorporation") to
eliminate the requirement that the Company
retain at least $5,000,001 of net tangible
assets following the redemption of the
Company's Class A common stock, par value
$0.0001 per share, in connection with a
Business Combination (as defined in the
Certificate of Incorporation) and certain
amendments of the Certificate ...(due to
space limits, see proxy material for full
proposal).
2. Early Termination Proposal - To amend the Mgmt Against Against
Certificate of Incorporation to change the
date by which the Company must consummate a
Business Combination from February 8, 2023
(the "Original Termination Date") to such
other date as shall be determined by the
board of directors of the Company and
publicly announced by the Company, provided
that such other date shall be no sooner
than the date of the effectiveness of the
amendment to the Certificate of
Incorporation pursuant to the General
...(due to space limits, see proxy material
for full proposal).
3. Early Termination Trust Amendment Proposal Mgmt Against Against
- To amend the Investment Management Trust
Agreement, dated February 3, 2021 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, a New York corporation, as
trustee ("Continental") to change the date
on which Continental must commence
liquidation of the trust account
established in connection with the
Company's initial public offering from the
Original Termination Date to the Early
...(due to space limits, see proxy material
for full proposal).
4. Adjournment Proposal - To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock, par value $0.0001
per share, represented (either in person or
by proxy) to constitute a quorum necessary
to conduct business at the Stockholder
Meeting or at the time of the Stockholder
Meeting to approve the ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
AVALON ACQUISITION INC. Agenda Number: 935873148
--------------------------------------------------------------------------------------------------------------------------
Security: 05338E101
Meeting Type: Special
Meeting Date: 06-Jun-2023
Ticker: AVAC
ISIN: US05338E1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve and adopt the Business Combination
Agreement, dated as of September 21, 2022,
as amended (the "Business Combination
Agreement"), by and among Avalon
Acquisition Inc ("Avalon"), The Beneficient
Company Group, L.P., a Delaware limited
partnership ("BCG," and as converted into a
Nevada corporation, "Beneficient"),
Beneficient Merger Sub I, Inc., a Delaware
corporation and subsidiary of BCG ...(due
to space limits, see proxy statement for
full proposal).
2. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to adjourn the special
meeting of Avalon (the "Avalon Special
Meeting") to a later date or time, if
necessary, to permit further solicitation
of proxies if, based upon the tabulated
vote at the time of the Avalon Special
Meeting, there are not sufficient votes to
approve the Business Combination Proposal
or holders of Class A common stock of
Avalon, par value $0.0001 per share (the
"Avalon Class A common stock"), have
elected to ...(due to space limits, see
proxy statement for full proposal).
--------------------------------------------------------------------------------------------------------------------------
BATTERY FUTURE ACQUISITION CORP. Agenda Number: 935879847
--------------------------------------------------------------------------------------------------------------------------
Security: G0888J108
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: BFAC
ISIN: KYG0888J1085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt Against Against
"RESOLVED, as a special resolution, that
the Articles of Association of BFAC
currently in effect be amended and restated
by the deletion in their entirety and the
substitution in their place of the Second
Amended and Restated Articles of
Association of BFAC (a copy of which is
attached to the proxy statement for this
Meeting as Annex A)."
2) The Trust Agreement Amendment Proposal - To Mgmt Against Against
approve an amendment to the Company's
Investment Management Trust Agreement,
dated December 14, 2021, allowing BFAC to
(1) extend the Business Combination Period
up to twelve times for an additional one
month each time, from June 17, 2023 to June
17, 2024, by depositing into the trust
account the lesser of (i) $0.03 for each
Class A ordinary share not redeemed in
connection with the Special Meeting,
multiplied by the number of public shares
outstanding, and (ii) $250,000.
3) The Adjournment Proposal - To adjourn the Mgmt Against Against
special meeting of BFAC shareholders to a
later date or dates, if necessary, to
permit further solicitation and vote of
Proxies if, based upon the tabulated vote
at the time of the special meeting, there
are not sufficient votes to approve the
Extension Amendment Proposal or where the
board of directors of BFAC has determined
it is otherwise necessary or desirable.
--------------------------------------------------------------------------------------------------------------------------
BGP ACQUISITION CORP Agenda Number: 716149566
--------------------------------------------------------------------------------------------------------------------------
Security: 08862W109
Meeting Type: SGM
Meeting Date: 28-Oct-2022
Ticker:
ISIN: CA08862W1095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR
RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
1 TO APPROVE AN ORDINARY RESOLUTION APPROVING Mgmt Against Against
THE EXTENSION OF BGP ACQUISITION CORP.'S
PERMITTED TIMELINE AS MORE PARTICULARLY
DESCRIBED IN THE ACCOMPANYING MANAGEMENT
INFORMATION CIRCULAR
--------------------------------------------------------------------------------------------------------------------------
BGP ACQUISITION CORP. Agenda Number: 935717845
--------------------------------------------------------------------------------------------------------------------------
Security: 08862W109
Meeting Type: Special
Meeting Date: 28-Oct-2022
Ticker: BGPPF
ISIN: CA08862W1095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To approve an ordinary resolution approving Mgmt Against Against
the extension of BGP Acquisition Corp.'s
Permitted Timeline as more particularly
described in the accompanying Management
Information Circular.
--------------------------------------------------------------------------------------------------------------------------
BIOPLUS ACQUISITION CORP. Agenda Number: 935871675
--------------------------------------------------------------------------------------------------------------------------
Security: G11217117
Meeting Type: Special
Meeting Date: 02-Jun-2023
Ticker: BIOS
ISIN: KYG112171171
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to extend the date by
which the Company has to consummate a
Business Combination from June 7, 2023 to
December 7, 2023 (or such earlier date as
determined by the Board).
2) The Founder Share Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to provide for the right
of a holder of Class B Ordinary Shares to
convert into Class A Ordinary Shares on a
one-for-one basis at any time prior to the
closing of a Business Combination at the
option of a holder of the Class B Ordinary
Shares.
3) The Auditor Ratification Proposal - Mgmt Against Against
RESOLVED, as an ordinary resolution, that
the appointment of WithumSmith+Brown, PC as
the independent registered public
accounting firm of the Company for the
fiscal year ending December 31, 2023 be
ratified, approved and confirmed in all
respects.
4) The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the extraordinary general meeting in
lieu of an annual general meeting to a
later date or dates to be determined by the
chairman of the extraordinary general
meeting in lieu of an annual general
meeting, or indefinitely, if necessary or
convenient, to permit further solicitation
and vote of proxies be confirmed, ratified
and approved in all respects.
--------------------------------------------------------------------------------------------------------------------------
BLEUACACIA LTD Agenda Number: 935861523
--------------------------------------------------------------------------------------------------------------------------
Security: G11728105
Meeting Type: Special
Meeting Date: 19-May-2023
Ticker: BLEU
ISIN: KYG117281058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To Mgmt Against Against
amend, by way of special resolution,
bleuacacia's Memorandum and Articles of
Association to give bleuacacia the option
to extend the date (the "Termination Date")
by which it has to consummate a business
combination (the '"Articles Extension"') to
August 22, 2023 (the '"Articles Extension
Date"') and to allow bleuacacia, without
another shareholder vote, to elect to
extend the Termination Date to consummate a
business combination on a monthly basis
...(due to space limits, see proxy material
for full proposal).
2. Redemption Limitation Amendment Proposal - Mgmt Against Against
To amend, by way of special resolution,
bleuacacia's Memorandum and Articles of
Association to eliminate from the
Memorandum and Articles of Association the
limitation that bleuacacia may not redeem
Public Shares to the extent that such
redemption would result in bleuacacia
having net tangible assets (as determined
in accordance with Rule 3a51-1(g)(1) of the
Securities Exchange Act of 1934, as
amended), of less than $5,000,001 ...(due
to space limits, see proxy material for
full proposal).
3. The Adjournment Proposal - To adjourn, by Mgmt Against Against
way of an ordinary resolution, the
Shareholder Meeting to a later date or
dates, if necessary, (i) to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A ordinary shares, par value $0.0001
per share, and Class B ordinary shares, par
value $0.0001 per share, in the capital of
bleuacacia represented (either in person or
by proxy) ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
BLOCKCHAIN MOON ACQUISITION CORP. Agenda Number: 935719027
--------------------------------------------------------------------------------------------------------------------------
Security: 09370F109
Meeting Type: Special
Meeting Date: 19-Oct-2022
Ticker: BMAQ
ISIN: US09370F1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To amend Mgmt Against Against
BMAC's amended and restated certificate of
incorporation to (a) extend the date by
which BMAC has to consummate a business
combination from October 21, 2022 to
January 21, 2023; and (b) to allow BMAC,
without another stockholder vote, to elect
to extend the date to consummate a business
combination on a monthly basis for up to
six times by an additional one month each
time after January 21, 2023, by resolution
of the board of directors, if requested by
...(due to space limits,see proxy material
for full proposal).
2. The Adjournment Proposal - To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock, par value $0.0001
per share, of BMAC represented (either in
person or by proxy) to constitute a quorum
necessary to conduct business at the
Stockholder Meeting or at the time of the
Stockholder Meeting to approve the
Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
BLUESCAPE OPPORTUNITIES ACQUISITION CORP Agenda Number: 935704468
--------------------------------------------------------------------------------------------------------------------------
Security: G1195N105
Meeting Type: Special
Meeting Date: 22-Sep-2022
Ticker: BOAC
ISIN: KYG1195N1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of Corporate Life - Amend the Mgmt Against Against
Company's amended and restated memorandum
and articles of association to extend the
date that the Company has to consummate a
business combination from October 30, 2022
to October 30, 2023.
2. Extension of Trust Agreement - Amend the Mgmt Against Against
Investment Management Trust Agreement,
dated October 27, 2020, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from October 30, 2022 to October 30, 2023.
Proposal 2 is conditioned on the approval
...(due to space limits, see proxy material
for full proposal).
3. Adjournment - Adjourn the Extraordinary Mgmt Against Against
General Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
BRIDGETOWN HOLDINGS LIMITED Agenda Number: 935717819
--------------------------------------------------------------------------------------------------------------------------
Security: G1355U113
Meeting Type: Special
Meeting Date: 13-Oct-2022
Ticker: BTWN
ISIN: KYG1355U1132
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Amend the amended and restated memorandum Mgmt Against Against
and articles of association of Bridgetown
Holdings Limited (the "Company") to extend
the date that the Company has to consummate
an initial business combination from
October 20, 2022 (which is 24 months from
the closing of its initial public offering)
to October 20, 2023 (or such earlier date
as determined by the Board of Directors).
2. Adjourn the extraordinary general meeting Mgmt Against Against
(the "EGM") to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the other
proposals.
--------------------------------------------------------------------------------------------------------------------------
BRIGHT LIGHTS ACQUISITION CORP Agenda Number: 935730968
--------------------------------------------------------------------------------------------------------------------------
Security: 10920K101
Meeting Type: Special
Meeting Date: 12-Dec-2022
Ticker: BLTS
ISIN: US10920K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Amendment Proposal - To amend Bright Mgmt Against Against
Lights Acquisition Corp.'s (the "Company")
Amended and Restated Certificate of
Incorporation (the "Charter") in the form
set forth in Annex A of the accompanying
proxy statement.
2. The Adjournment Proposal - To approve the Mgmt Against Against
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Amendment Proposal or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
BROAD CAPITAL ACQUISITION CORP. Agenda Number: 935754576
--------------------------------------------------------------------------------------------------------------------------
Security: 11125B102
Meeting Type: Special
Meeting Date: 10-Jan-2023
Ticker: BRAC
ISIN: US11125B1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to complete a
business combination from January 13, 2023,
to October 13, 2023, or such earlier date
as determined by the Board of Directors,
provided that the Sponsor (or its
affiliates or permitted designees) will
deposit into the Trust Account an
additional $0.0625 per share for each such
one-month extension until October 13, 2023.
2. Trust Amendment Proposal - Amend the Mgmt Against Against
Company's investment management trust
agreement, dated as of January 10, 2021, by
and between the Company and Continental
Stock Transfer & Trust Company, (i)
allowing the Company to extend the business
combination period from January 13, 2023,
to October 13, 2023, and (ii) updating
certain defined terms in the Trust
Agreement.
3. Adjournment Proposal - Approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal and the Trust
Amendment Proposal, which we refer to as
the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
CACTUS ACQUISITION CORP. 1 LTD. Agenda Number: 935795128
--------------------------------------------------------------------------------------------------------------------------
Security: G1745A108
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: CCTS
ISIN: KYG1745A1085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Articles Extension Proposal: To approve, by Mgmt Against Against
way of special resolution, an amendment to
the Company's amended & restated memorandum
and articles of association in the form set
forth in Annex A of accompanying proxy
statement, to extend date by which the
Company would be permitted to consummate an
initial business combination from
05/02/2023 to 11/02/2023, as well as to
permit the Board, in its sole discretion,
to elect to wind up the Company's
operations on an earlier date, pursuant set
forth in Proposal No. 1 of the accompanying
proxy statement.
2. Trust Extension Proposal: A proposal to Mgmt Against Against
amend the Company's investment management
trust agreement, dated as of November 2,
2021, by and between the Company and
Continental Stock Transfer & Trust Company,
to extend the date by which the Company
would be permitted to consummate a business
combination from May 2, 2023 to November 2,
2023, or such earlier date as may be
determined by the Board, in its sole
discretion, pursuant to the resolution set
forth in Proposal No. 2 of the accompanying
proxy statement.
3. Conversion Amendment Proposal: A proposal Mgmt Against Against
to approve, by way of special resolution,
an amendment to Cactus' Articles to provide
for the right of a holder of Class B
ordinary shares, par value $0.0001 per
share to convert such shares into Class A
ordinary shares, par value $0.0001 per
share on a one-for-one basis prior to the
closing of a business combination at the
election of the holder, pursuant to the
resolution set forth in Proposal No. 3 of
the accompanying proxy statement.
4. Director Election Proposal [HOLDERS OF Mgmt Against Against
FOUNDER SHARES ONLY]: To approve, by way of
ordinary resolution of the holders of the
Class B ordinary shares in the capital of
the Company, the reappointment of each of
Ofer Gonen, Nachum (Homi) Shamir, Hadar
Ron, M.D., David J. Shulkin, M.D., and
David Sidransky, M.D. until the second
succeeding annual general meeting of the
Company to be held in 2025 or until their
successors are appointed and qualified
pursuant to the resolution set forth in
Proposal No. 4 of the accompanying proxy
statement.
5. Adjournment Proposal: A proposal to Mgmt Against Against
approve, by way of ordinary resolution, the
adjournment of the Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal No. 1, Proposal No. 2,
Proposal No. 3 or Proposal No. 4, pursuant
to the resolution set forth in Proposal No.
5 of the accompanying proxy statement.
--------------------------------------------------------------------------------------------------------------------------
CACTUS ACQUISITION CORP. 1 LTD. Agenda Number: 935867739
--------------------------------------------------------------------------------------------------------------------------
Security: G1745A108
Meeting Type: Special
Meeting Date: 30-May-2023
Ticker: CCTS
ISIN: KYG1745A1085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Articles Amendment Proposal: A proposal to Mgmt Against Against
approve, by way of special resolution, an
amendment to the Company's amended and
restated memorandum and articles of
association (the "Articles") in form set
forth in Annex A of accompanying proxy
statement, which provides that the existing
restriction that prevents the issuance of
additional shares that would vote together
with the Company's publicly held Class A
ordinary shares, par value $0.0001 per
share ("Class A ordinary shares"), on a
proposal to approve the Company's initial
business combination.
2. Adjournment Proposal: A proposal to Mgmt Against Against
approve, by way of ordinary resolution, the
adjournment of the Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal No. 1 of the
accompanying proxy statement.
--------------------------------------------------------------------------------------------------------------------------
CANNA-GLOBAL ACQUISITION CORP. Agenda Number: 935728545
--------------------------------------------------------------------------------------------------------------------------
Security: 13767K101
Meeting Type: Special
Meeting Date: 28-Nov-2022
Ticker: CNGL
ISIN: US13767K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to complete a
business combination from December 2, 2022
to December 2, 2023, as specifically
provided in the proxy, or such earlier date
as determined by the Board of Directors,
which we refer to as the "Extension
Amendment Proposal."
2. Adjournment Proposal: Approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for the approval of the
Extension Amendment Proposal, which we
refer to as the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
CARNEY TECHNOLOGY ACQUISITION CORP. II Agenda Number: 935742987
--------------------------------------------------------------------------------------------------------------------------
Security: 143636108
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: CTAQ
ISIN: US1436361083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from December 14, 2022
to June 14, 2023 (or such earlier date as
determined by the Board).
2a. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Carol Goode
2b. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Lieutenant General (Ret.) Robert Ferrell
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
CARTESIAN GROWTH CORPORATION Agenda Number: 935724345
--------------------------------------------------------------------------------------------------------------------------
Security: G19276107
Meeting Type: Special
Meeting Date: 17-Nov-2022
Ticker: GLBL
ISIN: KYG192761073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution under
Cartesian's Amended and Restated Memorandum
and Articles of Association (the "Existing
Articles") and adopt the Business
Combination Agreement, dated as of
September 19, 2021 (as the same has been or
may be amended, modified, supplemented or
waived from time to time, the "Business
Combination Agreement"), by and among
Cartesian, Rook MS LLC, a Delaware limited
liability company ...(due to space
limits,see proxy material for full
proposal).
2. The Domestication Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
special resolution under the Existing
Articles, assuming the Business Combination
Proposal is approved and adopted, the
change of Cartesian's jurisdiction of
registration from the Cayman Islands to the
State of Delaware by deregistering as an
exempted company in the Cayman Islands and
continuing and domesticating as a
corporation incorporated under the laws of
the State of Delaware and the change of
Cartesian's ...(due to space limits,see
proxy material for full proposal).
3. The Organizational Documents Proposal - To Mgmt For For
approve and adopt by special resolution
under the Existing Articles, assuming the
Business Combination Proposal and the
Domestication Proposal are approved and
adopted, the proposed new certificate of
incorporation (the "Proposed Charter") and
bylaws (the "Proposed Bylaws," and,
together with the Proposed Charter, the
"Proposed Organizational Documents") of the
Company, the post Domestication company,
which, if approved, would take effect at
...(due to space limits,see proxy material
for full proposal).
4. The Advisory Charter Proposals - To Mgmt For For
approve, on a non-binding advisory basis,
certain governance provisions in the
Proposed Charter, which are being presented
separately in accordance with United States
Securities and Exchange Commission guidance
to give shareholders the opportunity to
present their separate views on important
corporate governance provisions, as seven
non-binding sub-proposals (which proposals
we refer to, collectively, as the "Advisory
Charter Proposals"): ...(due to space
limits,see proxy material for full
proposal).
5. The Stock Issuance Proposal - To consider Mgmt For For
and vote upon a proposal to approve by
ordinary resolution, assuming the Business
Combination Proposal, the Domestication
Proposal and the Organizational Documents
Proposal are approved and adopted, for the
purposes of complying with the applicable
listing rules of Nasdaq, the issuance of
shares of Class A Common Stock of the
Company to the shareholders of Alvarium and
the PIPE Investors and shares of Class B
Common Stock to the equityholders of TWMH
...(due to space limits,see proxy material
for full proposal).
6. The Equity Incentive Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve and adopt by ordinary resolution,
assuming the Stock Issuance Proposal is
approved and adopted, the Alvarium
Tiedemann Holdings, Inc. 2022 Stock
Incentive Plan, a copy of which is attached
to the proxy statement/prospectus as Annex
I; The full text of the resolution to be
proposed is as follows: "RESOLVED, as an
ordinary resolution that the Alvarium
Tiedemann Holdings, Inc. 2022 Stock
Incentive Plan, a copy of ...(due to space
limits,see proxy material for full
proposal).
7. The Employee Stock Purchase Plan Proposal - Mgmt For For
To consider and vote upon a proposal to
approve and adopt by ordinary resolution,
assuming the Stock Issuance Proposal is
approved and adopted, the Alvarium
Tiedemann Holdings, Inc. 2022 Employee
Stock Purchase Plan, a copy of which is
attached to the proxy statement/prospectus
as Annex J (we refer to this proposal as
the "Employee Stock Purchase Plan Proposal"
and, collectively with the Business
Combination Proposal, the Domestication
...(due to space limits,see proxy material
for full proposal).
8. The Election of Directors Proposal - To Mgmt For For
consider and vote on a proposal to elect,
effective at Closing, eleven directors to
serve terms on our board of directors until
the 2023 annual meeting of stockholders and
until their respective successors are duly
elected and qualified (we refer to this
proposal as the "Election of Directors
Proposal"); The full text of the resolution
to be proposed is as follows: "RESOLVED, as
an ordinary resolution, that Ali Bouzarif
be appointed as a ...(due to space
limits,see proxy material for full
proposal).
9. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to approve by ordinary
resolution under the Existing Articles the
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, any of
the Condition Precedent Proposals would not
be duly approved and adopted by our
shareholders or we determine that one or
more of the closing conditions under the
Business ...(due to space limits,see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CARTICA ACQUISITION CORP Agenda Number: 935897516
--------------------------------------------------------------------------------------------------------------------------
Security: G1995D109
Meeting Type: Special
Meeting Date: 30-Jun-2023
Ticker: CITE
ISIN: KYG1995D1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - To Mgmt Against Against
approve, by way of special resolution, that
the date by which Cartica has to consummate
a business combination be extended from
July 7, 2023 to April 7, 2024 (or such
earlier date as determined by the board of
directors) and that the Amended and
Restated Memorandum of Association and
Articles of Association of Cartica be
amended in the form attached to the proxy
statement as Annex A.
2) The Auditor Ratification Proposal - To Mgmt Against Against
ratify, by way of ordinary resolution, the
selection by Cartica's audit committee of
Marcum LLP to serve as Cartica's
independent registered public accounting
firm for the year ending December 31, 2023.
3) The Adjournment Proposal - By ordinary Mgmt Against Against
resolution to instruct the chairman of the
extraordinary general meeting to adjourn
the extraordinary general meeting of
Cartica shareholders to a later date or
dates to be determined by the chairman, if
necessary, to permit further solicitation
and vote of proxies.
--------------------------------------------------------------------------------------------------------------------------
CATALYST PARTNERS ACQUISITION CORP. Agenda Number: 935758043
--------------------------------------------------------------------------------------------------------------------------
Security: G19550105
Meeting Type: Special
Meeting Date: 31-Jan-2023
Ticker: CPAR
ISIN: KYG195501054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - Amend the Mgmt For For
Company's Memorandum and Articles of
Association to accelerate the date by which
the Company must cease all operations,
except for the purpose of winding up, if it
fails to complete a merger, share exchange,
asset acquisition, share purchase,
reorganisation or similar business
combination involving the Company, which we
refer to as our initial business
combination, from May 20, 2023 to January
31, 2023, pursuant to the following
resolution: RESOLVED, as a ...(due to space
limits, see proxy material for full
proposal).
2. Trust Amendment Proposal - Amend the Mgmt For For
Investment Management Trust Agreement,
dated May 17, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, a New York limited purpose
trust company, as trustee ("Continental"),
pursuant to an amendment to the Trust
Agreement in the form set forth in Annex A
of the accompanying proxy statement, to
accelerate the date on which Continental
must commence liquidation of the trust
account established in connection with the
Company's initial ...(due to space limits,
see proxy material for full proposal).
3. Adjournment Proposal - Adjourn the Mgmt For For
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2
pursuant to the following resolution:
"RESOLVED, as an ordinary resolution, that
the adjournment of the extraordinary
general meeting to a later time, date and
place to be determined by the chairman of
...(due to space limits,see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CC NEUBERGER PRINCIPAL HOLDINGS II Agenda Number: 935686901
--------------------------------------------------------------------------------------------------------------------------
Security: G3166T103
Meeting Type: Special
Meeting Date: 19-Jul-2022
Ticker: PRPB
ISIN: KYG3166T1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Domestication Merger Proposal - To consider Mgmt For For
and vote upon a proposal by special
resolution to approve CCNB merging with and
into Vector Domestication Merger Sub, LLC
("Domestication Merger Sub") in accordance
with Section 18-209 of the DLLCA and
ceasing to exist in the Cayman Islands in
accordance with Part XVI the Companies Act,
with Domestication Merger Sub surviving the
merger as a wholly-owned direct subsidiary
of New CCNB (the "Domestication Merger"),
and all outstanding securities of CCNB
...(due to space limits, see proxy material
for full proposal).
2. Business Combination Proposal - To consider Mgmt For For
and vote upon a proposal to approve the
Business Combination Agreement, dated
December 9, 2021 (the "Business Combination
Agreement"), by and among CCNB, New CCNB,
Domestication Merger Sub, Vector Merger Sub
1, LLC, a Delaware limited liability
company and a wholly- owned subsidiary of
CCNB ("G Merger Sub 1"), Vector Merger Sub
2, LLC, a Delaware limited liability
company and a wholly-owned subsidiary of
CCNB ("G Merger Sub 2"), Griffey Global
Holdings, ...(due to space limits, see
proxy material for full proposal).
3. Adjournment Proposal - To consider and vote Mgmt For For
upon a proposal to approve the adjournment
of the Shareholders Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Business Combination
Proposal. This proposal will only be
presented at the Shareholders Meeting (i)
to the extent necessary to ensure that any
legally required supplement or ...(due to
space limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
CC NEUBERGER PRINCIPAL HOLDINGS III Agenda Number: 935759437
--------------------------------------------------------------------------------------------------------------------------
Security: G1992N100
Meeting Type: Special
Meeting Date: 01-Feb-2023
Ticker: PRPC
ISIN: KYG1992N1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt For For
RESOLVED, as a special resolution that: a)
Article 49.7 of CCNB's Amended and Restated
Memorandum and Articles of Association be
deleted in its entirety and replaced with
the following new Article 49.7: "In the
event that the Company does not consummate
a Business Combination upon the date which
is the later of (i) 5 May 2023 (or 5
February 2024, if applicable under the
provisions of this Article 49.7) and (ii)
such later date as may be approved by the
...(due to space limits, see proxy material
for full proposal).
2. The Redemption Limitation Amendment Mgmt For For
Proposal - RESOLVED, as a special
resolution that: a) Article 49. 2(b) of
CCNB's Amended and Restated Memorandum and
Articles of Association be deleted in its
entirety and replaced with the following
new Article 49.2(b): "provide Members with
the opportunity to have their Shares
repurchased by means of a tender offer for
a per-Share repurchase price payable in
cash, equal to the aggregate amount then on
deposit in the Trust Account, calculated as
of two ...(due to space limits,see proxy
material for full proposal).
3. The Adjournment Proposal - RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value US$0.0001 per share (the "Public
Shares") and Class B ordinary shares, par
value US$0.0001 per share in the capital of
CCNB represented (either in person or by
proxy) to ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
CHURCHILL CAPITAL CORP VII Agenda Number: 935834792
--------------------------------------------------------------------------------------------------------------------------
Security: 17144M102
Meeting Type: Special
Meeting Date: 11-May-2023
Ticker: CVII
ISIN: US17144M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - To amend Mgmt Against Against
the amended and restated certificate of
incorporation of Churchill Capital Corp VII
("Churchill") to extend the date by which
Churchill has to consummate a business
combination (the "Extension"), as more
fully set forth in Churchill's proxy
statement (the "Extension Amendment
Proposal").
2) The Adjournment Proposal - To adjourn the Mgmt Against Against
special meeting of Churchill stockholders
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, at the time of the special
meeting, there are not sufficient votes to
approve the Extension Amendment Proposal or
if Churchill determines that additional
time is necessary to effectuate the
Extension.
--------------------------------------------------------------------------------------------------------------------------
CLARIM ACQUISITION CORP. Agenda Number: 935737152
--------------------------------------------------------------------------------------------------------------------------
Security: 18049C108
Meeting Type: Special
Meeting Date: 07-Dec-2022
Ticker: CLRM
ISIN: US18049C1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal - To Mgmt Against Against
amend the Company's amended and restated
certificate of incorporation (the
"Certificate of Incorporation") to
eliminate the requirement that the Company
retain at least $5,000,001 of net tangible
assets following the redemption of the
Company's Class A common stock, par value
$0.0001 per share, in connection with a
Business Combination (as defined in the
Certificate of Incorporation) and certain
amendments of the Certificate of ...(due to
space limits, see proxy material for full
proposal).
2. Early Termination Proposal - To amend the Mgmt Against Against
Certificate of Incorporation to change the
date by which the Company must consummate a
Business Combination from February 2, 2023
(the "Original Termination Date") to such
other date as shall be determined by the
board of directors of the Company and
publicly announced by the Company, provided
that such other date shall be no sooner
than the date of the effectiveness of the
amendment to the Certificate of
Incorporation pursuant to the ...(due to
space limits, see proxy material for full
proposal).
3. Early Termination Trust Amendment Proposal Mgmt Against Against
- To amend the Investment Management Trust
Agreement, dated January 28, 2021 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, a New York corporation, as
trustee ("Continental") to change the date
on which Continental must commence
liquidation of the trust account
established in connection with the
Company's initial public offering from the
Original Termination Date to the Early
...(due to space limits, see proxy material
for full proposal).
4. Adjournment Proposal - To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock, par value $0.0001
per share, represented (either in person or
by proxy) to constitute a quorum necessary
to conduct business at the Stockholder
Meeting or at the time of the Stockholder
Meeting to approve the ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
CLEANTECH ACQUISITION CORP. Agenda Number: 935688703
--------------------------------------------------------------------------------------------------------------------------
Security: 18453L107
Meeting Type: Special
Meeting Date: 18-Jul-2022
Ticker: CLAQ
ISIN: US18453L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. CHARTER AMENDMENT - APPROVAL OF AN Mgmt Against Against
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION
GIVING THE COMPANY THE RIGHT TO EXTEND THE
DATE BY WHICH IT HAS TO CONSUMMATE A
BUSINESS COMBINATION (THE "COMBINATION
PERIOD") SIX (6) TIMES FOR AN ADDITIONAL
ONE (1) MONTH EACH TIME, FROM JULY 19, 2022
TO JANUARY 19, 2023.
2. TRUST AMENDMENT - APPROVAL OF AN AMENDMENT Mgmt Against Against
TO THE COMPANY'S INVESTMENT MANAGEMENT
TRUST AGREEMENT, DATED AS OF JULY 14, 2021
(THE "TRUST AGREEMENT"), BY AND BETWEEN THE
COMPANY AND CONTINENTAL STOCK TRANSFER &
TRUST COMPANY (THE "TRUSTEE"), ALLOWING THE
COMPANY TO EXTEND THE COMBINATION PERIOD
SIX (6) TIMES FOR AN ADDITIONAL ONE (1)
MONTH EACH TIME FROM JULY 19, 2022 TO
JANUARY 19, 2023 (THE "TRUST AMENDMENT") BY
DEPOSITING INTO THE TRUST ACCOUNT $100,000
FOR EACH ONE-MONTH EXTENSION.
3. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt Against Against
CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN
THE SPECIAL MEETING TO A LATER DATE OR
DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE PROPOSALS 1 AND 2.
--------------------------------------------------------------------------------------------------------------------------
COHN ROBBINS HOLDINGS CORP. Agenda Number: 935698588
--------------------------------------------------------------------------------------------------------------------------
Security: G23726105
Meeting Type: Special
Meeting Date: 07-Sep-2022
Ticker: CRHC
ISIN: KYG237261055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt Against Against
resolution, to amend CRHC's Amended and
Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which CRHC
must (i) consummate a merger, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination, which is referred to
as an initial business combination, (ii)
cease ...(due to space limits,see proxy
material for full proposal).
2. The Adjournment Proposal - As an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time ...(due to
space limits,see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
COHN ROBBINS HOLDINGS CORP. Agenda Number: 935703656
--------------------------------------------------------------------------------------------------------------------------
Security: G23726105
Meeting Type: Special
Meeting Date: 07-Sep-2022
Ticker: CRHC
ISIN: KYG237261055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal - A proposal Mgmt For For
to approve, as a special resolution, and
adopt by the Business Combination
Agreement, dated as of January 20, 2022 (as
it may be amended, supplemented or
otherwise modified from time to time, the
"Business Combination Agreement"), by and
among CRHC, SAZKA Entertainment AG (now
known as Allwyn AG), Allwyn Entertainment
AG, Allwyn US HoldCo, and Allwyn Sub LLC.
Please refer to the proxy statement for
full proposal language.
2. Adjournment Proposal - A proposal to Mgmt For For
approve, as an ordinary resolution, to
adjourn Extraordinary General Meeting to a
later date or dates to the extent
reasonable (i) to ensure that any
supplement or amendment to the proxy
statement/prospectus is provided to CRHC
shareholders, (ii) in order to solicit
additional proxies from CRHC shareholders
in favor of Business Combination Proposal
(iii) CRHC shareholders redeem an amount of
CRHC Class A Shares such that Available
Cohn Robbins Cash Condition (iv) in order
to solicit additional proxies.
--------------------------------------------------------------------------------------------------------------------------
COLICITY INC. Agenda Number: 935744525
--------------------------------------------------------------------------------------------------------------------------
Security: 194170106
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: COLI
ISIN: US1941701062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: To approve Mgmt Against Against
the adoption of an amendment to the
Company's Charter to, among other things,
change the date by which the Company must
cease all operations to the later of (x)
December 20, 2022 or (y) the date of
effectiveness of the amendment to the
Company's Amended and Restated Certificate
of Incorporation.
2. The Trust Amendment Proposal - To approve Mgmt Against Against
an amendment to the Trust Agreement for the
Company's public shareholders to
effectively change the date on which the
trustee must commence liquidation of the
trust account to the later of (x) December
20, 2022 or (y) the date of effectiveness
of the amendment to the Company's Amended
and Restated Certificate of Incorporation.
3. Adjournment Proposal: A proposal to approve Mgmt Against Against
the adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Charter Amendment Proposal
or the Trust Amendment Proposal or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
COMPUTE HEALTH ACQUISITION CORP. Agenda Number: 935733267
--------------------------------------------------------------------------------------------------------------------------
Security: 204833107
Meeting Type: Special
Meeting Date: 02-Dec-2022
Ticker: CPUH
ISIN: US2048331076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - To amend the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation (the "Charter"), pursuant
to an amendment to the Charter in the form
set forth in paragraphs one, four and seven
of Annex A of the accompanying proxy
statement, to authorize the Company to
extend the date by which it must (a)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or other similar
business combination, with one or more
businesses, which ...(due to space
limits,see proxy material for full
proposal).
2. The Redemption Limitation Proposal - To Mgmt Against Against
amend the Charter, pursuant to an amendment
to the Charter in the form set forth in
paragraphs two, three, five, six and seven
of Annex A of the accompanying proxy
statement, to eliminate from the Charter
the limitation that the Company may not
redeem public shares to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51-1(g)(1) of the
Securities Exchange Act of 1934) of ...(due
to space limits,see proxy material for full
proposal).
3. The Adjournment Proposal - To approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal and/or the Redemption
Limitation Proposal (the "Adjournment
Proposal"), which will only be presented at
the Special Meeting if, based on the
tabulated votes, there are not sufficient
votes at the time ...(due to space
limits,see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
CONX CORP. Agenda Number: 935722062
--------------------------------------------------------------------------------------------------------------------------
Security: 212873103
Meeting Type: Special
Meeting Date: 31-Oct-2022
Ticker: CONX
ISIN: US2128731039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Amend the Company's Amended and Restated Mgmt Against Against
Articles of Incorporation to extend the
date by which the Company has to consummate
a business combination from November 3,
2022 to June 3, 2023 (or such earlier date
as determined by the board of directors).
2. Adjourn the Special Meeting to a later date Mgmt Against Against
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1.
--------------------------------------------------------------------------------------------------------------------------
CORNER GROWTH ACQUISITION CORP. Agenda Number: 935746668
--------------------------------------------------------------------------------------------------------------------------
Security: G2425N105
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: COOL
ISIN: KYG2425N1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Proposal - Amend the Company's Mgmt Against Against
amended and restated memorandum and
articles of association to (i) extend the
date that the Company has to consummate a
business combination from December 21, 2022
to June 21, 2023 (the "Extended Date"), or
such earlier time that shall be determined
by the Directors in their sole discretion,
pursuant to the following resolution:
"RESOLVED, as a special resolution, that:
i) Article 49.7 of the Articles of
Association of the Company be deleted in
its ...(due to space limits, see proxy
material for full proposal).
2. Trust Amendment Proposal - Amend the Mgmt Against Against
Company's Investment Trust Management
Agreement, dated as of December 16, 2020
(the "Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, a New York limited purpose
trust company, as trustee ("Continental")
to change the date that Continental must
commence liquidation of the trust account
to the earliest of (i) the Company s
completion of an initial business
combination, (ii) June 21, 2023, and (iii)
such ...(due to space limits, see proxy
material for full proposal).
3. Adjournment Proposal - Adjourn the Mgmt Against Against
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 and/or 2 pursuant to
the following resolution: RESOLVED, as an
ordinary resolution, that, in the event
that, based on the tabulated votes, there
are not sufficient votes at the time of the
Extraordinary General ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
COVA ACQUISITION CORP. Agenda Number: 935740185
--------------------------------------------------------------------------------------------------------------------------
Security: G2554Y104
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: COVA
ISIN: KYG2554Y1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon, as an ordinary
resolution, a proposal to approve and
authorize the Agreement and Plan of Merger,
dated as of May 26, 2022 by and among COVA
Acquisition Corp., a Cayman Islands
exempted company ("COVA"), ECARX Holdings
Inc., a Cayman Islands exempted company
(the "Company" or "ECARX"), Ecarx Temp
Limited, a wholly-owned subsidiary of ECARX
("Merger Sub 1"), and Ecarx&Co Limited, a
wholly-owned subsidiary of ECARX ("Merger
Sub 2"), ...(due to space limits, see proxy
material for full proposal).
2. The Merger Proposal - to consider and vote Mgmt For For
upon, as a special resolution, a proposal
to approve and authorize the First Merger
and the First Plan of Merger, substantially
in the form attached to the proxy
statement/prospectus as Annex C.
3. The Adjournment Proposal - to consider and Mgmt For For
vote upon, as an ordinary resolution, a
proposal to adjourn the extraordinary
general meeting to a later date or dates to
be determined by the chairman of the
extraordinary general meeting, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
extraordinary general meeting, there are
not sufficient votes to approve one or more
proposals presented to shareholders for a
vote.
--------------------------------------------------------------------------------------------------------------------------
CRESCERA CAPITAL ACQUISITION CORP Agenda Number: 935853639
--------------------------------------------------------------------------------------------------------------------------
Security: G26507106
Meeting Type: Special
Meeting Date: 16-May-2023
Ticker: CREC
ISIN: KYG265071061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal -To amend, Mgmt Against Against
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").
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - To amend, by way of special
resolution, the Company's Articles, as
provided by the second resolution in the
form set forth in Annex A to the
accompanying proxy statement (the
"Redemption Limitation Amendment" and such
proposal, the "Redemption Limitation
Amendment Proposal") to eliminate from the
Articles the limitation that the Company
shall not redeem Class A Ordinary Shares
included as part of the units sold in the
IPO (including any shares issued in
exchange thereof.
3. The Founder Conversion Amendment Proposal - Mgmt Against Against
To amend, by way of special resolution, the
Company's Articles, as provided by the
third resolution in the form set forth in
Annex A to the accompanying proxy statement
(the "Founder Conversion Amendment" and
such proposal, the "Founder Conversion
Amendment Proposal") to provide that the
Class B Ordinary Shares may be converted
either at the time of the consummation of
the Company's initial Business Combination
or at any earlier date at the option of the
holders of the Class B Ordinary Shares.
4. The Adjournment Proposal - To adjourn, by Mgmt Against Against
way of ordinary resolution, the Shareholder
Meeting to a later date or dates, if
necessary, (i) to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, (ii) if the holders of
Public Shares (as defined below) have
elected to redeem an amount of shares in
connection with the Extension Amendment
such that CCAP would not adhere to the
continued listing requirements of the
Nasdaq Stock Market LLC ("Nasdaq").
--------------------------------------------------------------------------------------------------------------------------
CROWN PROPTECH ACQUISITIONS Agenda Number: 935761949
--------------------------------------------------------------------------------------------------------------------------
Security: G25741102
Meeting Type: Special
Meeting Date: 09-Feb-2023
Ticker: CPTK
ISIN: KYG257411028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt Against Against
resolution, that the Second Amended and
Restated Memorandum and Articles of
Association of Crown PropTech Acquisitions,
in the form attached to the proxy statement
as Annex A, be adopted immediately by the
deletion in their entirety of the Amended
and Restated Memorandum and Articles of
Association of Crown PropTech Acquisitions
and the substitution in their place of the
Second Amended and Restated Memorandum and
Articles of Association.
2. The Adjournment Proposal - As an ordinary Mgmt Against Against
resolution, that the adjournment of the
extraordinary general meeting to a time and
place to be confirmed by the chairman of
the extraordinary general meeting be
ratified, approved and confirmed in all
respects.
--------------------------------------------------------------------------------------------------------------------------
DP CAP ACQUISITION CORP. I Agenda Number: 935846963
--------------------------------------------------------------------------------------------------------------------------
Security: G2R05B100
Meeting Type: Special
Meeting Date: 10-May-2023
Ticker: DPCS
ISIN: KYG2R05B1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal as a special Mgmt Against Against
resolution, to amend and restate the
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amended and restated Charter
in the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which we must (1) consummate a
merger, share exchange, asset acquisition,
share purchase, reorganization or similar
business combination (an "initial business
combination"), (2) cease our operations
...(due to space limits, see proxy material
for full proposal).
2. The Adjournment Proposal - as an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
DPCM CAPITAL, INC. Agenda Number: 935690532
--------------------------------------------------------------------------------------------------------------------------
Security: 23344P101
Meeting Type: Special
Meeting Date: 02-Aug-2022
Ticker: XPOA
ISIN: US23344P1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Transaction Proposal - To approve the Mgmt For For
Transaction Agreement by and among DPCM,
D-Wave Quantum Inc., ("D-Wave Quantum"),
DWSI Holdings Inc., ("Merger Sub"), DWSI
Canada Holdings ULC, ("CallCo"), D-Wave
Quantum Technologies Inc., ("ExchangeCo"),
and D-Wave Systems Inc., ("D-Wave"), and
approve the transactions contemplated
thereby, including, among other things, the
merger of Merger Sub with and into DPCM,
with DPCM (the "DPCM Merger") with the
stockholders of DPCM receiving D-Wave
Quantum Common Shares in the DPCM Merger.
2) Equity Incentive Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve the 2022 Equity Incentive Plan,
including the authorization of the initial
share reserve under such plan.
3) Employee Stock Purchase Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve the Employee Stock Purchase Plan,
including the authorization of the initial
share reserve under such plan.
4) The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to adjourn the special
meeting to a later date or dates to permit
further solicitation and voting of proxies
if, based upon the tabulated vote at the
time of the special meeting, there are not
sufficient votes to approve the Business
Combination Proposal (the "Adjournment
Proposal").
--------------------------------------------------------------------------------------------------------------------------
DTRT HEALTH ACQUISITION CORP. Agenda Number: 935730994
--------------------------------------------------------------------------------------------------------------------------
Security: 23344T103
Meeting Type: Special
Meeting Date: 06-Dec-2022
Ticker: DTRT
ISIN: US23344T1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend (the "Extension Amendment") the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation (our "charter") to extend
the date by which the Company must
consummate a business combination (the
"Extension") from December 7, 2022 (the
date which is 15 months from the closing
date of the Company's initial public
offering of our units (the "IPO")) to March
7, 2023 (the date which is 18 months from
the closing date of the IPO) (the "Extended
Date").
2. A proposal to approve the adjournment of Mgmt Against Against
the special meeting to a later date or
dates, if necessary, to permit futher
solicitation and vote of proxies in the
event that there insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
EAST RESOURCES ACQUISITION COMPANY Agenda Number: 935687585
--------------------------------------------------------------------------------------------------------------------------
Security: 274681105
Meeting Type: Special
Meeting Date: 25-Jul-2022
Ticker: ERES
ISIN: US2746811056
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment (the "Extension Mgmt Against Against
Amendment") of the Company's Amended and
Restated Certificate of Incorporation to
extend the date by which East Resources
Acquisition Company (the "Company") must
consummate a business combination (the
"Extension") from July 27, 2022 (the date
that is 24 months from the closing date of
the Company's initial public offering of
our units (the "IPO")) to January 27, 2023
(the date that is 30 months from the
closing date of the IPO).
2. Approval of a proposal for the adjournment Mgmt Against Against
of the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
EDIFY ACQUISITION CORP. Agenda Number: 935748927
--------------------------------------------------------------------------------------------------------------------------
Security: 28059Q103
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: EAC
ISIN: US28059Q1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. EXTENSION AMENDMENT - To amend the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation to allow the Company to
extend the date by which the Company must
consummate a business combination (as
defined below) (the "Extension").
2. TERMINATION AMENDMENT - To amend the Mgmt Against Against
Investment Management Trust Agreement,
dated January 14, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company (the "Trustee"), to allow the
Company to extend the date on which the
Trustee must liquidate the trust account
established by the Company in connection
with the IPO (the "trust account").
3. ADJOURNMENT - To approve the adjournment of Mgmt Against Against
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
the Trust Amendment Proposal or if the
Company determines that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
ENTERPRISE 4.0 TECHNOLOGY ACQUISITION Agenda Number: 935825034
--------------------------------------------------------------------------------------------------------------------------
Security: G3137C106
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: ENTF
ISIN: KYG3137C1069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to extend the date by
which the Company has to consummate a
Business Combination from April 21, 2023 to
October 21, 2023 (or such earlier date as
determined by the Board of Directors).
2) The Founder Share Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution, that the
Amended and Restated Memorandum of
Association and Articles of Association be
amended in the form attached to the proxy
statement as Annex A, with immediate
effect, in order to provide for the right
of a holder of Class B Ordinary Shares to
convert into Class A Ordinary Shares on a
one-for-one basis at any time prior to the
closing of a Business Combination at the
option of a holder of the Class B Ordinary
Shares.
3) The Auditor Ratification Proposal - Mgmt Against Against
RESOLVED, as an ordinary resolution, that
the appointment of WithumSmith+Brown, PC as
the independent registered public
accounting firm of the Company for the
fiscal year ending December 31, 2023 be
ratified, approved and confirmed in all
respects.
4) The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the extraordinary general meeting in
lieu of an annual general meeting to a
later date or dates to be determined by the
chairman of the extraordinary general
meeting in lieu of an annual general
meeting, or indefinitely, if necessary or
convenient, to permit further solicitation
and vote of proxies be confirmed, ratified
and approved in all respects.
--------------------------------------------------------------------------------------------------------------------------
EPIPHANY TECHNOLOGY ACQUISITION CORP. Agenda Number: 935746101
--------------------------------------------------------------------------------------------------------------------------
Security: 29429X109
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: EPHY
ISIN: US29429X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from January 12, 2023
to July 12, 2023 (or such earlier date as
determined by the Board).
2.1 Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting of stockholders of the
Company to be held in 2025: JD Sherman
2.2 Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting of stockholders of the
Company to be held in 2025: Kirk Arnold
2.3 Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting of stockholders of the
Company to be held in 2025: Melissa
McJannet
2.4 Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting of stockholders of the
Company to be held in 2025: Ronald Eastman
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
ESGEN ACQUISITION CORPORATION Agenda Number: 935755439
--------------------------------------------------------------------------------------------------------------------------
Security: G3R95N103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: ESAC
ISIN: KYG3R95N1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Proposal - By special resolution Mgmt Against Against
to amend the Company's amended and restated
memorandum and articles of association to:
(i) extend from January 22, 2023 to April
22, 2023 (which extension shall be
accompanied by a payment from the Company's
working capital account into the Trust
Account (as defined below) of the lesser of
$420,000 or $0.12 for each Public Share (as
defined below) that is outstanding
following the exercise of redemption rights
in connection with the ...(due to space
limits,see proxy material for full
proposal).
2. The Adjournment Proposal - By ordinary Mgmt Against Against
resolution to approve the adjournment of
the General Meeting by the chairman thereof
to a later date, if necessary, under
certain circumstances, to solicit
additional proxies for the purpose of
approving the Extension Proposal, to amend
the Extension Proposal, or to allow
reasonable additional time for the filing
or mailing of any supplemental or amended
disclosure that the Company has determined
in good faith after consultation with
outside legal ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
EVE MOBILITY ACQUISITION CORP. Agenda Number: 935874633
--------------------------------------------------------------------------------------------------------------------------
Security: G3218G109
Meeting Type: Special
Meeting Date: 14-Jun-2023
Ticker: EVE
ISIN: KYG3218G1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt Against Against
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Part 1 of Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (an
"initial business combination") or (2) (i)
cease ...(due to space limits, see proxy
material for full proposal).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - as a special resolution, to
amend the Charter pursuant to an amendment
to the Charter in the form set forth in
Part 2 of Annex A of the accompanying proxy
statement (the "Redemption Limitation
Amendment" and such proposal, the
"Redemption Limitation Amendment Proposal")
to eliminate from the Charter the
limitation that the Company shall not
redeem Class A Ordinary Shares included as
part of the units sold in the IPO
(including ...(due to space limits, see
proxy material for full proposal).
3. The Optional Conversion Amendment Proposal Mgmt Against Against
- as a special resolution, to amend the
Charter pursuant to an amendment to the
Charter in the form set forth in Part 3 of
Annex A of the accompanying proxy statement
to provide for the right of a holder of
Class B ordinary shares, par value $0.0001
per share, of the Company ("Class B
Ordinary Shares"), to convert such Class B
Ordinary Shares into Class A Ordinary
Shares on a one-for-one basis at any time
and from time to time prior to the ...(due
to space limits, see proxy material for
full proposal).
4. The Adjournment Proposal - as an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal, the Redemption
Limitation Amendment Proposal and/or the
Optional Conversion Amendment Proposal (the
"Adjournment Proposal"), which will only be
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
FINNOVATE ACQUISITION CORP. Agenda Number: 935860115
--------------------------------------------------------------------------------------------------------------------------
Security: G3R34K103
Meeting Type: Special
Meeting Date: 08-May-2023
Ticker: FNVT
ISIN: KYG3R34K1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, by way of special resolution, Mgmt Against Against
an amendment to the Company's amended and
restated memorandum and articles of
association in the form set forth in Annex
A of the accompanying proxy statement, to
extend the date by which the Company would
be permitted to consummate an initial
business combination from May 8, 2023 to
May 8, 2024, as well as to permit the
Board, in its sole discretion, to elect to
wind up the Company's operations on an
earlier date, pursuant to the resolution
set forth in Proposal No. 1 of the
accompanying proxy statement.
2. To approve, by way of special resolution, Mgmt Against Against
an amendment to the Company's amended and
restated memorandum and articles of
association in the form set forth in Annex
B of the accompanying proxy statement to
provide for the right of a holder of Class
B ordinary shares, par value $0.0001 per
share to convert such shares into Class A
ordinary shares, par value $0.0001 per
share on a one-for-one basis prior to
closing of a business combination at
election of the holder pursuant to the
resolution set forth in Proposal No. 2 of
accompanying proxy statement.
3. Adjournment Proposal - A proposal to Mgmt Against Against
approve, by way of ordinary resolution, the
adjournment of the Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal No. 1 or Proposal No.
2, pursuant to the resolution set forth in
Proposal No. 3 of the accompanying proxy
statement.
--------------------------------------------------------------------------------------------------------------------------
FLAME ACQUISITION CORP. Agenda Number: 935766343
--------------------------------------------------------------------------------------------------------------------------
Security: 33850F108
Meeting Type: Special
Meeting Date: 27-Feb-2023
Ticker: FLME
ISIN: US33850F1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend Flame's Amended and Restated Mgmt Against Against
Certificate of Incorporation (our
"charter") to extend the date by which
Flame must consummate a business
combination (the "Extension") from March 1,
2023 (the date that is 24 months from the
closing date of Flame's initial public
offering of units (the "IPO")) to September
1, 2023 (the date that is 30 months from
the closing date of the IPO) (the
"Extension Amendment Proposal").
2. A proposal to approve the adjournment of Mgmt Against Against
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension (the
"Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GLENFARNE MERGER CORP. Agenda Number: 935743662
--------------------------------------------------------------------------------------------------------------------------
Security: 378579106
Meeting Type: Special
Meeting Date: 12-Dec-2022
Ticker: GGMC
ISIN: US3785791068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To adopt an Mgmt Against Against
amendment to our amended and restated
certificate of incorporation in the form
attached to the accompanying proxy
statement as Annex A to (i) change the date
by which we must consummate our initial
business combination from March 23, 2023
(the "Original Termination Date") to the
time and date immediately following the
filing of such amendment with the Secretary
of State of the State of Delaware, or the
Accelerated Termination Date, (ii) remove
the ...(due to space limits, see proxy
material for full proposal).
2. Trust Amendment Proposal: To amend our Mgmt Against Against
investment management trust agreement,
dated March 15, 2021, with Continental
Stock Transfer & Trust Company, as trustee
pursuant to an amendment in the form
attached to the accompanying proxy
statement as Annex B, to change the date on
which the trustee must commence liquidation
of the trust account established in
connection with our initial public offering
to the time and date immediately following
the Accelerated Termination Date.
3. Adjournment Proposal: To approve one or Mgmt Against Against
more adjournments of the meeting from time
to time, if necessary or appropriate (as
determined by our board of directors or the
chairperson of the meeting), including to
solicit additional proxies to vote in favor
of the other items of business identified
above, in the event that there are
insufficient votes at the time of the
meeting to establish a quorum or approve
the first and second items of business
identified above.
--------------------------------------------------------------------------------------------------------------------------
GLOBAL SPAC PARTNERS CO. Agenda Number: 935688208
--------------------------------------------------------------------------------------------------------------------------
Security: G3934K103
Meeting Type: Special
Meeting Date: 13-Jul-2022
Ticker: GLSPT
ISIN: KYG3934K1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - A Mgmt No vote
special resolution to approve and adopt the
Business Combination Agreement, dated as of
December 21, 2021, as amended and restated
by the Amended and Restated Business
Combination Agreement, dated as of May 18,
2022 (and as it may be further amended,
restated, supplemented and/or otherwise
modified from time to time, the "Business
Combination Agreement"), by and among
Global, Gorilla Technology Group Inc., a
Cayman Islands exempted company ("Gorilla")
...(due to space limits, see proxy material
for full proposal).
2a. The Charter Proposals - An ordinary Mgmt No vote
resolution to approve and adopt the
following material differences between
Global's amended and restated memorandum
and articles of association (the "Global
Articles") and Gorilla's amended and
restated memorandum and articles of
association (the "Gorilla Articles"), to be
effective upon the consummation of the
Business Combination: The Gorilla Articles
will provide for one class of ordinary
shares as opposed to the two classes of
ordinary shares provided for in the Global
Articles.
2b. The Charter Proposals - An ordinary Mgmt No vote
resolution to approve and adopt the
following material differences between
Global's amended and restated memorandum
and articles of association (the "Global
Articles") and Gorilla's amended and
restated memorandum and articles of
association (the "Gorilla Articles"), to be
effective upon the consummation of the
Business Combination: Gorilla's corporate
existence is perpetual as opposed to
Global's corporate existence terminating if
a business combination is not consummated
within a specified period of time
2c. The Charter Proposals - An ordinary Mgmt No vote
resolution to approve and adopt the
following material differences between
Global's amended and restated memorandum
and articles of association (the "Global
Articles") and Gorilla's amended and
restated memorandum and articles of
association (the "Gorilla Articles"), to be
effective upon the consummation of the
Business Combination: The Gorilla Articles
will not include the various provisions
applicable only to special purpose
acquisition corporations that the Global
Articles contain.
3. The Nasdaq Proposal - An ordinary Mgmt No vote
resolution to consider and vote upon a
proposal to approve, for purposes of
complying with the applicable provisions of
Nasdaq Rules 5635(a), (b) and (d), the
issuance of up to five million (5,000,000)
PIPE subunits (one Global Class A ordinary
shares and one-quarter of redeemable Global
warrant), which is approximately 27.9% of
the issued and outstanding ordinary shares
of Global, or at least three million
(3,000,000) PIPE subunits, which is
approximately ...(due to space limits, see
proxy material for full proposal).
4. The Adjournment Proposal - An ordinary Mgmt No vote
resolution to consider and vote upon a
proposal to adjourn this extraordinary
general meeting of Global to a later date
or dates, if necessary, if the parties are
not able to consummate the Business
Combination.
--------------------------------------------------------------------------------------------------------------------------
GLOBAL TECHNOLOGY ACQUISITION CORP. I Agenda Number: 935805222
--------------------------------------------------------------------------------------------------------------------------
Security: G3934N107
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: GTAC
ISIN: KYG3934N1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - a proposal, by Mgmt Against Against
special resolution, to amend and restate
the Company's Amended and Restated
Memorandum and Articles of Association
pursuant to an amended and restated charter
in the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (an
"initial business combination"), (2) cease
its operations ...(due to space limits, see
proxy material for full proposal).
2. The Adjournment Proposal - a proposal, by Mgmt Against Against
ordinary resolution, to approve the
adjournment of the Extraordinary General
Meeting to a later date or dates, if
necessary or convenient, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal (the
"Adjournment Proposal"), which will only be
presented at the Extraordinary General
Meeting if, based on the tabulated votes,
there are not ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
GOAL ACQUISITIONS CORP. Agenda Number: 935758055
--------------------------------------------------------------------------------------------------------------------------
Security: 38021H107
Meeting Type: Special
Meeting Date: 07-Feb-2023
Ticker: PUCK
ISIN: US38021H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - A proposal Mgmt Against Against
to amend our amended and restated
certificate of incorporation (the
"Charter") to (a) extend the initial period
of time by which we have to consummate an
initial business combination to March 18,
2023, subject to extension by our board of
directors (the "Board") for up to five
additional thirty-day periods (the latest
of which such date is referred to as the
"New Termination Date"), provided that, in
each case, Goal Acquisitions Sponsor LLC
(the "Sponsor") (or its ...(due to space
limits, see proxy material for full
proposal).
2. Trust Amendment Proposal - A proposal to Mgmt Against Against
amend the Trust Agreement pursuant to an
amendment in the form set forth in Annex B
of the accompanying proxy statement, to
change the initial date on which
Continental must commence liquidation of
the Trust Account to the New Termination
Date or such later date as may be approved
by our stockholders in accordance with the
Charter (as may be amended) if a letter of
termination under the Trust Agreement is
not received by Continental prior to such
date (the "Trust Amendment Proposal").
3. The Adjournment Proposal - A proposal to Mgmt Against Against
approve one or more adjournments of the
Special Meeting from time to time if
requested by the chairman of the Special
Meeting (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GOGREEN INVESTMENTS CORPORATION Agenda Number: 935894483
--------------------------------------------------------------------------------------------------------------------------
Security: G9461B101
Meeting Type: Special
Meeting Date: 29-Jun-2023
Ticker: GOGN
ISIN: KYG9461B1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal: To Mgmt For For
consider and vote upon, as an ordinary
resolution, a proposal to approve and adopt
the business combination described in the
proxy statement/prospectus, which proposal
shall include approval of each of (a) the
merger of GoGreen into Aqua Merger Sub, a
Cayman Islands exempted company ("Merger
Sub") and wholly owned direct subsidiary of
Lifezone Metals Limited, an Isle of Man
company ("Lifezone Metals"), with Merger
Sub surviving the merger and ...(due to
space limits, see proxy material for full
proposal).
2. The Merger Proposal: To consider and vote Mgmt For For
upon, as a special resolution, a proposal
to approve and authorize the Plan of Merger
(made in accordance with the provisions of
Section 233 of the Cayman Companies Act and
included as Annex B to the proxy
statement/prospectus) and to authorize the
Merger of GoGreen with and into Merger Sub
with Merger Sub surviving the Merger.
3. The Adjournment Proposal: To consider and Mgmt For For
vote upon, as an ordinary resolution, a
proposal to adjourn the extraordinary
general meeting to a later date or dates,
to be determined by the chairman of the
extraordinary general meeting, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
extraordinary general meeting, there are
not sufficient votes to approve one or more
proposals presented to shareholders for
vote.
--------------------------------------------------------------------------------------------------------------------------
GROUP NINE ACQUISITION CORP. Agenda Number: 935746113
--------------------------------------------------------------------------------------------------------------------------
Security: 39947R104
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: GNAC
ISIN: US39947R1041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Amendment Proposal - To amend the Mgmt Against Against
Company's Amended & Restated Certificate of
Incorporation (the "Charter") in the form
set forth in Annex A of the accompanying
proxy statement to (A) amend the date by
which the Company must either (i)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination with one or more
businesses, which we refer to as our
initial Business Combination, or (ii) cease
all operations.
2. The Adjournment Proposal - To approve the Mgmt Against Against
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Amendment Proposal or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GSR II METEORA ACQUISITION CORP. Agenda Number: 935864214
--------------------------------------------------------------------------------------------------------------------------
Security: 36263W105
Meeting Type: Special
Meeting Date: 25-May-2023
Ticker: GSRM
ISIN: US36263W1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt Against Against
proposal to amend PubCo's amended and
restated certificate of incorporation (the
"Charter") pursuant to an amendment to the
Charter in the form set forth in Annex A to
the accompanying Proxy Statement (the
"Extension Amendment" and such proposal,
the "Extension Amendment Proposal") to
extend the date (the "Extension") by which
PubCo must (1) effect a merger, common
stock exchange, asset acquisition, stock
purchase, reorganization or other ...(due
to space limits, see proxy material for
full proposal).
2. Trust Amendment Proposal - A proposal to Mgmt Against Against
amend the Investment Management Trust
Agreement, dated February 24, 2022, by and
between PubCo and Continental Stock
Transfer & Trust Company, a New York
limited purpose trust company, as trustee
("Continental" and such agreement, the
"Trust Agreement") pursuant to an amendment
in the form set forth in Annex B of the
accompanying proxy statement, to change the
initial date on which Continental must
commence liquidation of the trust account
...(due to space limits, see proxy material
for full proposal).
3. The Adjournment Proposal - A proposal to Mgmt Against Against
adjourn the Special Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve the Extension Amendment
Proposal or the Trust Amendment Proposal
(the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
GSR II METEORA ACQUISITION CORP. Agenda Number: 935896730
--------------------------------------------------------------------------------------------------------------------------
Security: 36263W105
Meeting Type: Special
Meeting Date: 28-Jun-2023
Ticker: GSRM
ISIN: US36263W1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to (a)
approve and adopt the Transaction
Agreement, dated as of August 24, 2022, by
and among PubCo, GSR II Meteora Sponsor
LLC, a Delaware limited liability company
("Sponsor"), BT Assets, Inc., a Delaware
corporation ("BT Assets"), and Lux Vending,
LLC, a Georgia limited liability company
and wholly-owned subsidiary of BT Assets
("BT OpCo"), attached to the accompanying
proxy statement as Annex A-1 (as amended by
...(due to space limits,see proxy material
for full proposal).
2. The Charter Proposal - To consider and vote Mgmt For For
upon a proposal to approve and adopt the
proposed second amended and restated
certificate of incorporation ("Proposed
Charter") of the combined post-business
combination company (also referred to
herein as "PubCo"), in the form attached to
the accompanying proxy statement as Annex
B, which, if approved, and assuming the
Business Combination Proposal and the
Nasdaq Proposal (defined below) are
approved, will take effect upon the
consummation of of the business combination
(the "Charter Proposal").
3A. Advisory Governance Proposal A - To Mgmt For For
authorize the change in the authorized
capital stock of PubCo from 100,000,000
shares of Class A common stock, par value
$0.0001 per share, 20,000,000 shares of
Class B common stock, par value $0.0001 per
share, and 1,000,000 shares of undesignated
preferred stock, to 800,000,000 shares of
PubCo Class A common stock, par value
$0.0001 per share (which shall be entitled
to one vote per share), 20,000,000 shares
of PubCo Class B common stock, par value
...(due to space limits,see proxy material
for full proposal).
3B. Advisory Governance Proposal B - To Mgmt For For
eliminate provisions specific to PubCo's
status as a blank check company that will
serve no purpose following the consummation
of the business combination.
3C. Advisory Governance Proposal C - To Mgmt For For
declassify the board of directors of PubCo
with the result being that each director
will be elected annually for a term of one
year.
3D. Advisory Governance Proposal D - To require Mgmt For For
the approval by affirmative vote of holders
of at least 66 2/3% of the voting power of
PubCo's then-outstanding shares of capital
stock entitled to vote generally at an
election of directors to make any amendment
to certain provisions of the Proposed
Charter.
4. The Nasdaq Proposal - To consider and vote Mgmt For For
upon a proposal to approve the issuance of
shares of common stock of Pub-Co in
connection with the business combination
pursuant to applicable Nasdaq Stock Market
listing rules (the "Nasdaq Proposal").
5. The Incentive Equity Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve and adopt the Bitcoin Depot Inc.
2023 Omnibus Incentive Plan in the form
mutually agreed upon among BT OpCo, BT
Assets and PubCo and attached to the
accompanying proxy statement as Annex H
(the "Incentive Equity Plan Proposal").
6. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to approve the
adjournment of the special meeting to a
later date or dates, if necessary or
appropriate, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Business Combination Proposal, the Charter
Proposal, the Advisory Governance
Proposals, the Nasdaq Proposal and the
Incentive Equity Plan Proposal.
--------------------------------------------------------------------------------------------------------------------------
HCM ACQUISITION CORP. Agenda Number: 935747949
--------------------------------------------------------------------------------------------------------------------------
Security: G4365A101
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: HCMA
ISIN: KYG4365A1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: A proposal by Mgmt Against Against
special resolution, to amend the Company's
amended and restated memorandum and
articles of association (our "Amended and
Restated Memorandum and Articles of
Association") to extend the date by which
the Company must consummate a business
combination (the "Extension") from April
25, 2023 to October 25, 2023 (the "Extended
Date" and such proposal, the "Extension
Amendment Proposal").
2. Trust Amendment Proposal: To approve, by Mgmt Against Against
the affirmative vote of at least sixty-five
percent (65%) of the outstanding Class A
Ordinary Shares and Class B Ordinary
Shares, voting together as a single class,
the amendment of the Investment Management
Trust Agreement, dated January 20, 2022, by
and between the Company and Continental
Stock Transfer & Trust Company, to reflect
the Extension (this proposal, the "Trust
Amendment Proposal" and together with the
Extension Amendment Proposal, the
"Proposals").
3. Adjournment Proposal: To approve, by Mgmt Against Against
ordinary resolution, the adjournment of the
Extraordinary Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Proposals or if we determine
that additional time is necessary to
effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
HCM ACQUISITION CORP. Agenda Number: 935805361
--------------------------------------------------------------------------------------------------------------------------
Security: G4365A101
Meeting Type: Special
Meeting Date: 19-Apr-2023
Ticker: HCMA
ISIN: KYG4365A1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal by special resolution, to amend Mgmt Against Against
the Company's articles of association (our
"Amended and Restated Memorandum and
Articles of Association") to extend date by
which the Company must consummate a
business combination ("Extension") from
April 25, 2023 (the "Original Termination
Date") to May 25, 2023 ("Extended Date"),
with option to elect to extend the date to
consummate a business combination on a
monthly basis for up to eight times by an
additional month each time after May 25,
2023, without another shareholder vote.
2. A proposal to approve by the affirmative Mgmt Against Against
vote of at least sixty- five percent (65%)
of the outstanding Class A Ordinary Shares
and Class B Ordinary Shares, voting
together as a single class, the amendment
of the Investment Management Trust
Agreement, dated January 20, 2022 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, to reflect the Extension
(the "Trust Amendment" and such proposal,
the "Trust Amendment Proposal" and,
together with the Extension Amendment
Proposal, the "Proposals").
3. A proposal by ordinary resolution, to Mgmt Against Against
approve the adjournment of the
Extraordinary Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Proposals or if we determine
that additional time is necessary to
effectuate the Extension (the "Adjournment
Proposal"). The Adjournment Proposal will
only be presented at the Extraordinary
Meeting if there are not sufficient votes
for, or otherwise in connection with, the
approval of the Proposals.
--------------------------------------------------------------------------------------------------------------------------
HEALTH SCIENCES ACQUISITIONS CORP. 2 Agenda Number: 935686177
--------------------------------------------------------------------------------------------------------------------------
Security: G4411D109
Meeting Type: Special
Meeting Date: 26-Jul-2022
Ticker: HSAQ
ISIN: KYG4411D1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Proposal - by special resolution Mgmt No vote
to amend the Company's amended and restated
memorandum and articles of association to:
(i) extend from August 6, 2022 (the
"Original Termination Date') to November 6,
2022 (the "Extended Date"), the date by
which, if the Company has not consummated a
merger, amalgamation, share exchange, etc.
or similar business combination, the
Company must cease operations, redeem its
shares and liquidate; and (ii) allow for
three one-month extensions of the Extended
Date.
2. The Adjournment Proposal - by ordinary Mgmt No vote
resolution to approve the adjournment of
the Extraordinary General Meeting by the
chairman thereof to a later date, if
necessary, under certain circumstances, to
solicit additional proxies for the purpose
of approving the Extension Proposal, to
amend the Extension Proposal, or to allow
reasonable additional time for filing or
mailing of supplemental or amended
disclosure as the Company may determine.
Please read the Proxy statement for the
full proposal
--------------------------------------------------------------------------------------------------------------------------
HEALTHCARE AI ACQUISITION CORP Agenda Number: 935883113
--------------------------------------------------------------------------------------------------------------------------
Security: G4373K109
Meeting Type: Special
Meeting Date: 09-Jun-2023
Ticker: HAIA
ISIN: KYG4373K1094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To Mgmt Against Against
approve, as a special resolution, an
amendment to HEALTHCARE AI's Amended and
Restated Memorandum of Association and
Articles of Association (as may be amended
from time to time, together, the "Articles
of Association") as provided by the first
resolution in the form set forth in Annex A
to the accompanying proxy statement, to
give the Company the right to extend, by
resolution of the Board, date by which it
has to consummate a business combination up
to twelve times for an additional one month
each time.
2. The NTA Requirement Amendment Proposal - To Mgmt Against Against
approve, as a special resolution, as
provided in the second resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to the Articles of Association to remove
from the Articles of Association the
limitation that that HEALTHCARE AI may not
redeem Public Shares (as defined below) to
the extent that such redemption would
result in HEALTHCARE AI having net tangible
assets (as determined in accordance with
Rule 3a51-1(g) (1) of the Securities
Exchange Act of 1934, as amended).
3. The Founder Share Amendment Proposal - To Mgmt Against Against
approve, as a special resolution, as
provided in the third resolution in the
form set forth in Annex A to the
accompanying proxy statement, an amendment
to the Articles of Association to provide
for the right of a holder of the Company's
Class B ordinary shares, par value $0.0001
per share, to convert into Class A ordinary
shares, par value $0.0001 per share, of the
Company on a one- for-one basis at any time
and from time to time prior to the closing
of a business combination at the election
of the holder.
4. The Letter Agreement Amendment Proposal - Mgmt Against Against
To approve, as an ordinary resolution, an
amendment to the Letter Agreement, to allow
the holders of the Class B Ordinary Shares,
to directly or indirectly, transfer their
Class B Ordinary Shares to a third party
prior to the expiration of the applicable
lock-up period. A copy of the Amendment is
attached to the proxy statement as Annex B.
5. The Adjournment Proposal - To approve, as Mgmt Against Against
an ordinary resolution, the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, (i) to
permit further solicitation there are not
sufficient votes to approve the Extension
Amendment Proposal, the NTA Requirement
Amendment, the Founder Share Amendment
Proposal or the Letter Agreement Amendment
Proposal, or (ii) where the board of
directors of the Company has determined
that it is otherwise necessary.
--------------------------------------------------------------------------------------------------------------------------
HH&L ACQUISITION CO. Agenda Number: 935759805
--------------------------------------------------------------------------------------------------------------------------
Security: G39714103
Meeting Type: Special
Meeting Date: 07-Feb-2023
Ticker: HHLA
ISIN: KYG397141030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - To amend Mgmt Against Against
Articles 51.7 and 51.8 of the Second MAA,
in the form set forth in Annex B attached
to the accompany proxy statement, to extend
the date by which the Company must (i)
consummate a business combination, or (ii)
cease its operations except for the purpose
of winding up if it fails to complete such
business combination and redeem or
repurchase 100% of the Company's public
shares included as part of the units sold
in the IPO, from February 9, 2023 to the
First Extended Date.
2. Trust Amendment Proposal - To approve the Mgmt Against Against
amendment of the Trust Agreement, in the
form set forth in Annex C attached to the
accompany proxy statement, to (i) reflect
the Extension and (ii) allow the Company to
maintain any remaining amount in its Trust
Account in an interest bearing demand
deposit account at a bank.
3. Adjournment Proposal - To approve the Mgmt Against Against
adjournment of the Extraordinary Meeting to
a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes to approve the Extension
Proposals or if we determine that
additional time is necessary to effectuate
the Extension.
--------------------------------------------------------------------------------------------------------------------------
HIRO METAVERSE ACQUISITIONS I SA Agenda Number: 715815669
--------------------------------------------------------------------------------------------------------------------------
Security: L48022112
Meeting Type: AGM
Meeting Date: 07-Jul-2022
Ticker:
ISIN: LU2420558889
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 TO REVIEW AND APPROVE THE ANNUAL REPORT Mgmt For For
CONSISTING OF (I) THE DIRECTOR REPORT (II)
THE INDEPENDENT AUDITOR REPORT FROM MAZARS
TO THE CONSOLIDATED FINANCIAL STATEMENTS,
THE CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME, THE CONSOLIDATED STATEMENT OF
FINANCIAL POSITION, THE CONSOLIDATED
STATEMENT OF CHANGES IN EQUITY, THE
CONSOLIDATED STATEMENT OF CASH FLOW AND THE
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS AND (III) THE INDEPENDENT
AUDITOR REPORT FROM MAZARS TO THE SEPARATE
FINANCIAL STATEMENTS, THE SEPARATE
STATEMENT OF COMPREHENSIVE INCOME, THE
SEPARATE STATEMENT OF FINANCIAL POSITION,
THE SEPARATE STATEMENT OF CHANGES IN
EQUITY, THE SEPARATE STATEMENT OF CASH FLOW
AND THE NOTES TO THE SEPARATE FINANCIAL
STATEMENTS FOR THE FINANCIAL PERIOD
BEGINNING 20 SEPTEMBER 2021 AND ENDING 31
DECEMBER 2021 THE REPORT OF THE BOARD OF
DIRECTORS AND THE REPORT OF THE INDEPENDENT
AUDITOR FOR THE FINANCIAL PERIODBEGINNING
20 SEPTEMBER 2021 AND ENDING 31 DECEMBER
2021
2 TO APPROVE TO CARRY FORWARD THE LOSSES MADE Mgmt For For
BY THE COMPANY DURING THE FINANCIAL PERIOD
BEGINNING 20 SEPTEMBER 2021 AND ENDING 31
DECEMBER 2021, AMOUNTING TO A TOTAL AMOUNT
OF GBP 152,428
3 TO APPROVE THE SPECIAL REPORT AS PREPARED Mgmt For For
BY THE BOARD OF DIRECTORS IN ACCORDANCE
WITH THE ARTICLE 480-2 OF THE LUXEMBOURG
COMPANIES ACT OF 10 AUGUST 1915, AS AMENDED
FROM TIME TO TIME
4 TO APPROVE THAT, SINCE THE LOSS TO BE Mgmt For For
CARRIED FORWARD APPEARS TO BE HIGHER THAN
75% OF THE CORPORATE CAPITAL, ACTIVITIES OF
THE COMPANY SHALL BE CONTINUED, DESPITE THE
LOSSES OF THE COMPANY
5 TO APPROVE TO GRANT DISCHARGE AND RELEASE Mgmt For For
FROM LIABILITY FOR THEIR CONDUCT OF THE
COMPANY'S AFFAIRS DURING THE FINANCIAL YEAR
UNDER REVIEW: MR JOOST ANTON MEES,
DIRECTOR, FROM 20 SEPTEMBER 2021 TO 10
DECEMBER 2021; MAZARS LUXEMBOURG, A LIMITED
LIABILITY COMPANY (SOCIETE ANONYME) WITH
REGISTERED OFFICE AT 5, RUE GUILLAUME J.
KROLL, L-1882 LUXEMBOURG AND REGISTERED
WITH THE LUXEMBOURG TRADE AND COMPANIES
REGISTER UNDER NUMBER 8159962, FROM 20
SEPTEMBER 2021 TO 31 DECEMBER 2021; MR LUKE
ALVAREZ, DIRECTOR, FROM 28 OCTOBER 2021 TO
31 DECEMBER 2021;MS CHERRY FREEMAN,
DIRECTOR, FROM 28 OCTOBER 2021 TO 31
DECEMBER 2021; SIR IAN LIVINGSTONE,
DIRECTOR, FROM 10 DECEMBER 2021 TO 31
DECEMBER 2021
6 TO APPROVE THE APPOINTMENT OF MAZARS Mgmt For For
LUXEMBOURG, A SOCIETE ANONYME WITH
REGISTERED OFFICE AT 5, RUE GUILLAUME J.
KROLL, L- 1882 LUXEMBOURG AND REGISTERED
WITH THE LUXEMBOURG TRADE REGISTER UNDER
NUMBER B 159962, WHO HAS BEEN APPOINTED FOR
THE FIRST TIME TO AUDIT THE FINANCIAL
PERIOD ENDING 31 DECEMBER 2021 , BE
REAPPOINTED AS INDEPENDENT AUDITOR
(REVISEUR D'ENTREPRISES AGREE) TO PERFORM
THE INDEPENDENT AUDIT OF THE COMPANY
REGARDING THE FINANCIAL YEAR ENDING 31
DECEMBER 2022
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 747577 DUE TO RECEIPT OF CHANGE
IN MEETING DATE FROM 8 JUNE 2022 TO 7 JULY
2022 AND RECORD DATE FROM 25 MAY 2022 TO 23
JUNE 2022. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
HIRO METAVERSE ACQUISITIONS I SA Agenda Number: 716931438
--------------------------------------------------------------------------------------------------------------------------
Security: L48022112
Meeting Type: EGM
Meeting Date: 05-May-2023
Ticker:
ISIN: LU2420558889
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
1 APPROVE EXTENSION OF THE BUSINESS Mgmt Against Against
COMBINATION DEADLINE BY AMENDING ARTICLES
OF ASSOCIATION AND RATIFYING ALL ACTIONS
UNDERTAKEN BY THE DIRECTORS AND ALL
DOCUMENTS ENTERED INTO OR TO BE ENTERED
INTO IN CONNECTION WITH THE BUSINESS
COMBINATION EXTENSION
2 TRANSACT OTHER BUSINESS Non-Voting
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
HPX CORP. Agenda Number: 935686141
--------------------------------------------------------------------------------------------------------------------------
Security: G32219100
Meeting Type: Special
Meeting Date: 14-Jul-2022
Ticker: HPX
ISIN: KYG322191001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of Corporate Life: Amend the Mgmt For For
Company's amended and restated memorandum
and articles of association to extend the
date that the Company has to consummate a
business combination from July 20, 2022 to
November 20, 2022.
2. Extension of Trust Agreement: Amend the Mgmt For For
Investment Management Trust Agreement, by
and between the Company and Continental
Stock Transfer & Trust Company, to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from 7/20/22 to 11/20/22. Proposal 2 is
conditioned on the approval of Proposal 1.
If Proposal 2 is approved by the
shareholders and Proposal 1 is not, neither
proposal will take effect.
3. Adjournment: Adjourn the Extraordinary Mgmt For For
General Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
ICONIC SPORTS ACQUISITION CORP. Agenda Number: 935828939
--------------------------------------------------------------------------------------------------------------------------
Security: G4712C107
Meeting Type: Special
Meeting Date: 20-Apr-2023
Ticker: ICNC
ISIN: KYG4712C1078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution that: a)
Article 169 of Iconic Sports' Amended and
Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the following new Article
169: "(a) In the event that the Company
does not consummate a Business Combination
by the later of: (I) eighteen (18) months
after the closing of the IPO (or twenty-one
(21) months (comprising one three (3) month
extension) from the consummation ...(due to
space limits, see proxy material for full
proposal).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - RESOLVED, as a special
resolution that: a) Article 163(b) of
Iconic Sports' Amended and Restated
Memorandum and Articles of Association be
deleted in its entirety and replaced with
the following new Article 163(b): "provide
Members with the opportunity to have their
Shares repurchased by means of a tender
offer for a per- Share repurchase price
payable in cash, equal to the aggregate
amount then on deposit in the Trust Fund,
calculated as of two ...(due to space
limits, see proxy material for full
proposal).
3. The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value $0.0001 per share (the "Public
Shares"), and Class B ordinary shares, par
value $0.0001 per share, in the capital of
Iconic Sports represented (either in person
or by ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
IG ACQUISITION CORP. Agenda Number: 935709759
--------------------------------------------------------------------------------------------------------------------------
Security: 449534106
Meeting Type: Special
Meeting Date: 29-Sep-2022
Ticker: IGAC
ISIN: US4495341061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
business combination from October 5, 2022
to April 5, 2023 (or such earlier date as
determined by the Board).
2.1 Election of Class I Director to serve until Mgmt Withheld Against
2025: Catharine Dockery
2.2 Election of Class I Director to serve until Mgmt Withheld Against
2025: Peter Ward
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
IGNYTE ACQUISITION CORP. Agenda Number: 935720626
--------------------------------------------------------------------------------------------------------------------------
Security: 45175H106
Meeting Type: Special
Meeting Date: 24-Oct-2022
Ticker: IGNY
ISIN: US45175H1068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal: To approve Mgmt For For
and adopt the Business Combination
Agreement, dated as of April 28, 2022, by
and between Ignyte Acquisition Corp.,
Ignyte Korea Co, Ltd. and Peak Bio Co.,
Ltd., including the transactions
contemplated thereby.
2. Governing Documents Proposal: To consider Mgmt For For
and vote upon (a) the adoption of Ignyte's
Second Amended and Restated Certificate of
Incorporation and Ignyte's Amended and
Restated Bylaws, which supersede the
existing Amended and Restated Certificate
of Incorporation of Ignyte and the Bylaws
of Ignyte.
3. Nasdaq Proposal: To consider and vote upon Mgmt For For
a proposal to approve, for purposes of
complying with Nasdaq Listing Rule 5635,
the issuance of more than 20% of Ignyte's
Common Stock in connection with the
Business Combination and the PIPE
Financing.
4. Incentive Plan Proposal: To consider and Mgmt For For
vote upon a proposal to approve and adopt a
new long-term incentive plan in form and
substance reasonably acceptable to Ignyte
and Peak Bio, a copy of which is attached
to the accompanying proxy statement as
Annex J.
5. Director Election Proposal: To consider and Mgmt For For
vote upon a proposal to elect up to seven
(7) directors, effective as of and
contingent upon the consummation of the
Business Combination, to serve on Peak Bio,
Inc.'s board of directors until the
expiration of their applicable term, and
until their respective successors are duly
elected and qualified or until their
earlier resignation, removal or death.
6. Adjournment Proposal: To consider and vote Mgmt For For
upon a proposal to approve the adjournment
of the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if there
are insufficient votes for, or otherwise in
connection with, the approval of the
Proposals 1 through 5.
--------------------------------------------------------------------------------------------------------------------------
IGNYTE ACQUISITION CORP. Agenda Number: 935724876
--------------------------------------------------------------------------------------------------------------------------
Security: 45175H106
Meeting Type: Special
Meeting Date: 31-Oct-2022
Ticker: IGNY
ISIN: US45175H1068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: Amend the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation, giving the Company the right
to extend the date by which it has to
consummate a business combination six (6)
times for an additional one (1) month each
time, from November 1, 2022 to May 1, 2023
(i.e., for a period of time ending 27
months from the consummation of its initial
public offering).
--------------------------------------------------------------------------------------------------------------------------
INFINT ACQUISITION CORPORATION Agenda Number: 935732520
--------------------------------------------------------------------------------------------------------------------------
Security: G47862100
Meeting Type: Special
Meeting Date: 22-Nov-2022
Ticker: IFIN
ISIN: KYG478621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - Amend the Mgmt Against Against
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement.
2. The Adjournment Proposal - Approve the Mgmt Against Against
adjournment of the Extraordinary General
Meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Proposal 1, which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time of the
Extraordinary General Meeting to approve
Proposal 1.
--------------------------------------------------------------------------------------------------------------------------
INFINT ACQUISITION CORPORATION Agenda Number: 935761963
--------------------------------------------------------------------------------------------------------------------------
Security: G47862100
Meeting Type: Special
Meeting Date: 14-Feb-2023
Ticker: IFIN
ISIN: KYG478621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - Amend the Mgmt Against Against
Company's Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must (1)
consummate a merger, amalgamation, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination, which we refer to as
our initial business combination, (2) cease
its operations ...(due to space limits,see
proxy material for full proposal).
2. The Adjournment Proposal - Approve the Mgmt Against Against
adjournment of the Extraordinary General
Meeting (the "Extraordinary General
Meeting") to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
...(due to space limits,see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
INNOVATIVE INTERNATIONAL ACQ CORP. Agenda Number: 935755732
--------------------------------------------------------------------------------------------------------------------------
Security: G4809M109
Meeting Type: Special
Meeting Date: 19-Jan-2023
Ticker: IOAC
ISIN: KYG4809M1096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt Against Against
special resolution to extend the date by
which the Company must consummate an
initial business combination up to six (6)
times for an additional one (1) month each
time from January 29, 2023 to July 29, 2023
by amending the Company's Amended and
Restated Memorandum and Articles of
Association in the form of amendment set
forth in Annex A to the accompanying proxy
statement.
2. The Trust Agreement Amendment Proposal - An Mgmt Against Against
ordinary resolution to, with the approval
of the affirmative vote of holders of at
least 65% of the issued and outstanding
ordinary shares of the Company, enter into
the Amendment No. 1 to the Investment
Management Trust Agreement by and between
the Company and American Stock Transfer &
Trust Company, LLC, a New York limited
liability company, in the form set forth in
Annex B to the accompanying proxy
statement.
3. The Adjournment Proposal - An ordinary Mgmt Against Against
resolution to adjourn the extraordinary
general meeting of shareholders to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the extraordinary general meeting,
there are not sufficient votes to approve
the Extension Amendment Proposal and the
Trust Agreement Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
INTERNATIONAL MEDIA ACQUISITION CORP. Agenda Number: 935688258
--------------------------------------------------------------------------------------------------------------------------
Security: 459867107
Meeting Type: Special
Meeting Date: 26-Jul-2022
Ticker: IMAQ
ISIN: US4598671075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TRUST AMENDMENT - APPROVAL OF AN AMENDMENT Mgmt Against Against
TO THE COMPANY'S INVESTMENT MANAGEMENT
TRUST AGREEMENT, DATED AS OF JULY 28, 2021
(THE "TRUST AGREEMENT"), BY AND BETWEEN THE
COMPANY AND CONTINENTAL STOCK TRANSFER &
TRUST COMPANY (THE "TRUSTEE"), ALLOWING THE
COMPANY TO EXTEND THE COMBINATION PERIOD
TWO (2) TIMES FOR AN ADDITIONAL THREE (3)
MONTHS EACH TIME FROM JULY 28, 2022 TO
JANUARY 28, 2023 (THE "TRUST AMENDMENT") BY
DEPOSITING INTO THE TRUST ACCOUNT $350,000
FOR EACH THREE-MONTH EXTENSION.
2. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt Against Against
CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN
THE SPECIAL MEETING TO A LATER DATE OR
DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE PROPOSALS 1 AND 2.
--------------------------------------------------------------------------------------------------------------------------
INVESTCORP EUROPE ACQUISITION CORP. I Agenda Number: 935774376
--------------------------------------------------------------------------------------------------------------------------
Security: G4923T105
Meeting Type: Special
Meeting Date: 14-Mar-2023
Ticker: IVCB
ISIN: KYG4923T1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE EXTENSION AMENDMENT PROPOSAL - TO Mgmt Against Against
APPROVE, AS A SPECIAL RESOLUTION, THE
AMENDMENT OF THE COMPANY'S AMENDED AND
RESTATED MEMORANDUM AND ARTICLES OF
ASSOCIATION (THE "ARTICLES") TO EXTEND THE
DATE BY WHICH THE COMPANY MUST (1)
CONSUMMATE A MERGER, SHARE EXCHANGE, ASSET
ACQUISITION, SHARE PURCHASE, REORGANIZATION
OR SIMILAR BUSINESS COMBINATION WITH ONE OR
MORE BUSINESSES OR ENTITIES FROM MARCH 17,
2023 TO DECEMBER 17, 2023.
2. THE EXTENSION AMENDMENT PROPOSAL - TO Mgmt Against Against
APPROVE, AS A SPECIAL RESOLUTION, THE
AMENDMENT OF THE ARTICLES TO ELIMINATE FROM
THE ARTICLES THE LIMITATION THAT THE
COMPANY SHALL NOT REDEEM PUBLIC SHARES TO
THE EXTENT THAT SUCH REDEMPTION WOULD CAUSE
THE COMPANY'S NET TANGIBLE ASSETS TO BE
LESS THAN $5,000,001.
3. THE ADJOURNMENT PROPOSAL - TO APPROVE, AS Mgmt Against Against
AN ORDINARY RESOLUTION, THE ADJOURNMENT OF
THE EXTRAORDINARY GENERAL MEETING TO A
LATER DATE OR DATES OR INDEFINITELY, IF
NECESSARY OR CONVENIENT, EITHER (X) TO
PERMIT FURTHER SOLICITATION AND VOTE OF
PROXIES IN THE EVENT THAT THERE ARE
INSUFFICIENT VOTES FOR, OR OTHERWISE IN
CONNECTION WITH, THE APPROVAL OF ANY OF THE
FOREGOING PROPOSALS OR (Y)IF OUR BOARD
DETERMINES BEFORE THE EXTRAORDINARY GENERAL
MEETING THAT IT IS NOT NECESSARY OR NO
LONGER DESIRABLE TO PROCEED WITH THE OTHER
PROPOSALS.
--------------------------------------------------------------------------------------------------------------------------
IRON SPARK I, INC. Agenda Number: 935745250
--------------------------------------------------------------------------------------------------------------------------
Security: 46301G103
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: ISAA
ISIN: US46301G1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal: At the Mgmt Against Against
discretion of the board of directors of
ISAA, to amend ISAA's Amended and Restated
Certificate of Incorporation to change the
date by which ISAA must consummate an
initial business combination, from June 11,
2023 to December 28, 2022 and set the
redemption price at $10.00 in order to
permit ISAA to liquidate and wind up early.
2. The Adjournment Proposal: To adjourn the Mgmt Against Against
Special Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are insufficient
votes from the holders of shares of the
ISAA's Class A Common Stock, par value
$0.0001 per share, and Class B Common
Stock, par value $0.0001 per share, to
approve the Charter Amendment Proposal or
if otherwise determined by the chairperson
of the Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
ITHAX ACQUISITION CORP. Agenda Number: 935684705
--------------------------------------------------------------------------------------------------------------------------
Security: G49775102
Meeting Type: Special
Meeting Date: 15-Jul-2022
Ticker: ITHX
ISIN: KYG497751027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal-RESOLVED, Mgmt For For
as an ordinary resolution, that ITHAX's
entry into (1) the Business Combination
Agreement, dated as of December 20, 2021
(as may be amended, supplemented or
otherwise modified from time to time, the
"Business Combination Agreement"), by and
among ITHAX, Ithax Merger Sub I, LLC, a
Delaware limited liability company and
wholly owned subsidiary of ITHAX ("First
Merger Sub"), Ithax Merger Sub II a
Delaware limited liability company and
wholly ...(due to space limits, see proxy
material for full proposal).
2. The Domestication Proposal-RESOLVED, as a Mgmt For For
special resolution, that (a) ITHAX be
transferred by way of continuation to
Delaware pursuant to Article 32 of the
amended and restated articles of
association of ITHAX, Part XII of the
Companies Act (As Revised) of the Cayman
Islands and Section 388 of the General
Corporation Law of the State of Delaware
and, immediately upon being de- registered
in the Cayman Islands, ITHAX be continued
and domesticated as a corporation under the
laws of the State of ...(due to space
limits, see proxy material for full
proposal).
3. The Proposed Charter and Bylaws Mgmt For For
Proposal-RESOLVED, as a special resolution,
that the Interim Charter of ITHAX to be in
effect upon the Domestication (a copy of
which is attached to the proxy
statement/prospectus as Annex I) be
replaced in its entirety with the Proposed
Charter and Proposed Bylaws of New Mondee
(copies of which are attached to the proxy
statement/prospectus as Annex B and Annex
C, respectively), which be approved as the
amended and restated certificate of
incorporation and the bylaws of New Mondee,
effective at the First Effective Time.
4a. Advisory Governing Documents Proposal Mgmt For For
A-RESOLVED, as a non- binding advisory
resolution that the change in the
authorized share capital of ITHAX, first
(a) upon the Domestication, from (i)
US$111,000 divided into 100,000,000 Class A
ordinary shares of US$0.001 each,
10,000,000 Class B ordinary shares of
US$0.001 and 1,000,000 preference shares of
US$0.001 each, to (ii) US$111,000 divided
into 100,000,000 shares of Class A common
stock, par value $0.0001 per share ("New
Mondee Common Stock"), ...(due to space
limits, see proxy material for full
proposal).
4b. Advisory Governing Documents Proposal Mgmt For For
B-RESOLVED, as a non- binding advisory
resolution that the authorization to the
New Mondee Board to issue any or all shares
of New Mondee Preferred Stock in one or
more classes or series, with such terms and
conditions as may be expressly determined
by the New Mondee Board and as may be
permitted by the DGCL be approved.
4c. Advisory Governing Documents Proposal Mgmt For For
C-RESOLVED, as a non- binding advisory
resolution that the removal of the ability
of New Mondee stockholders to take action
by written consent in lieu of a meeting
provided, however that the holders of New
Mondee Preferred Stock may take action by
written consent to the extent provided by
the Certificate of Designation with respect
to the New Mondee Preferred Stock, be
approved.
4d. Advisory Governing Documents Proposal Mgmt For For
D-RESOLVED, as a non- binding advisory
resolution that the replacement of the
Existing Governing Documents be approved
and that all other changes necessary or, as
mutually agreed in good faith by ITHAX and
Mondee, desirable in connection with the
replacement of Existing Governing Documents
with the Proposed Charter and Proposed
Bylaws (copies of which are attached to the
proxy statement/prospectus as Annex B and
Annex C, respectively) as ...(due to space
limits, see proxy material for full
proposal).
4e. Advisory Governing Documents Proposal Mgmt For For
E-RESOLVED, as a non- binding advisory
resolution that the election of New Mondee
to not be governed by Section 203 of the
DGCL and limiting certain corporate
takeovers by interested stockholders be
approved.
5. The Nasdaq Proposal-RESOLVED, as an Mgmt For For
ordinary resolution, that for the purposes
of complying with the applicable provisions
of Nasdaq Listing Rule 5635, the issuance
of 7,000,000 shares of New Mondee Common
Stock in the PIPE Financing be approved and
adopted in all respects.
7. The Equity Incentive Plan Mgmt For For
Proposal-RESOLVED, as an ordinary
resolution, that the New Mondee 2022 Equity
Incentive Plan, a copy of which is attached
to the proxy statement/prospectus as Annex
D, be adopted and approved.
8. The Equity Stock Purchase Plan Mgmt For For
Proposal-RESOLVED, as an ordinary
resolution, that the New Mondee Employee
Stock Purchase Plan, a copy of which is
attached to the proxy statement/prospectus
as Annex E, be adopted and approved.
9. The Adjournment Proposal-RESOLVED, as an Mgmt For For
ordinary resolution, that the adjournment
of the extraordinary general meeting to a
later date or dates (A) to solicit
additional proxies for the purpose of
obtaining approval by the ITHAX
shareholders of each of the proposals
necessary to consummate the transactions
contemplated by the Business Combination
Agreement, (B) for the absence of a quorum
or (C) if the holders of the Class A
ordinary shares have elected to redeem a
number of Class ...(due to space limits,
see proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
ITIQUIRA ACQUISITION CORP. Agenda Number: 935738572
--------------------------------------------------------------------------------------------------------------------------
Security: G49773107
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: ITQ
ISIN: KYG497731078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. An ordinary resolution of the holders of Mgmt Abstain Against
the Class B Ordinary Shares to re-appoint
the three (3) Class I directors, Paulo
Carvalho de Gouvea, Pedro Chomnalez and
Maria Alejandra Herrera, to the Itiquira
Acquisition Corp. (the "Company") board of
directors (the "Board"), with such
directors to serve two-year terms until the
2024 annual general meeting (Class B
Ordinary Shares Only).
2. An ordinary resolution to ratify the Mgmt Abstain Against
appointment of Marcum LLP as the Company's
independent registered public accounting
firm for the 2022 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
JOFF FINTECH ACQUISITION CORP. Agenda Number: 935745565
--------------------------------------------------------------------------------------------------------------------------
Security: 46592C100
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: JOFF
ISIN: US46592C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - To amend the Mgmt Against Against
Company's Charter to (i) amend the date by
which the Company must cease all operations
except for the purpose of winding up if it
fails to complete a business combination
from February 9, 2023, to the later of (x)
December 14, 2022 or (y) the date of the
effectiveness of the Second Amended and
Restated Certificate of Incorporation (the
"Amended Termination Date") and (ii) to
implement the Trust Amendment (the "Charter
Amendment Proposal").
2. The Trust Amendment Proposal - To amend the Mgmt Against Against
Investment Management Trust Agreement by
and between the Company and Continental
Stock Transfer & Trust Company (i) to
change the date on which Continental must
commence liquidation of the trust account
to the Amended Termination Date and (ii) to
permit the Company, upon written request,
to withdraw from the Trust Account and
distribute to the Company the Shared Cash
Savings Amount (the "Trust Amendment
Proposal").
3. The Adjournment Proposal - To adjourn the Mgmt Against Against
Special Meeting either (x) to permit
further solicitation and vote of proxies if
there are insufficient votes to approve the
Charter Amendment Proposal and/or the Trust
Amendment Proposal or (y) if the Company's
board of directors determines before the
Special Meeting that it is no longer
desirable to proceed with the Charter
Amendment Proposal and/or the Trust
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
KISMET ACQUISITION TWO CORP Agenda Number: 935765149
--------------------------------------------------------------------------------------------------------------------------
Security: G52807107
Meeting Type: Special
Meeting Date: 20-Feb-2023
Ticker: KAII
ISIN: KYG528071072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution, that
subject to and conditional upon Trust
Account having net tangible assets of at
least US$5,000,001, Second Amended and
Restated Memorandum of Association and
Articles of Association in the form
attached to the proxy statement as Annex A
and incorporated by reference therein, be
and are hereby adopted as memorandum and
articles of association of Company ("M&AA")
in substitution for, and to exclusion of,
Company's existing M&AA, with immediate
effect.
2) The Name Change Proposal - RESOLVED, as a Mgmt Against Against
special resolution, the Company change its
name from "Kismet Acquisition Two Corp." to
"Quadro Acquisition One Corp". with
immediate effect.
3) The Adjournment Proposal - To instruct the Mgmt Against Against
chairman of the extraordinary general
meeting to adjourn the extraordinary
general meeting of the Company's
shareholders to a later date or dates, if
necessary.
--------------------------------------------------------------------------------------------------------------------------
KLUDEIN I ACQUISITION CORP. Agenda Number: 935680036
--------------------------------------------------------------------------------------------------------------------------
Security: 49878L109
Meeting Type: Special
Meeting Date: 07-Jul-2022
Ticker: INKA
ISIN: US49878L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation, to extend date by which
Company must (i) consummate a merger,
capital stock exchange, asset acquisition,
stock purchase, reorganization or similar
business combination with one or more
businesses, which we refer to as a
"business combination", (ii) cease its
operations if it fails to complete such
business combination, or (iii) redeem or
repurchase 100% of the Company's Class A
common stock included as part of units sold
in the Company's initial public offering.
2. Adjournment Proposal: To approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies if there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
LAZARD GROWTH ACQUISITION CORP I Agenda Number: 935733130
--------------------------------------------------------------------------------------------------------------------------
Security: G54035103
Meeting Type: Annual
Meeting Date: 15-Dec-2022
Ticker: LGAC
ISIN: KYG540351031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Auditor Ratification Proposal - An ordinary Mgmt For For
resolution, to ratify the selection by our
audit committee of Marcum LLP as the
Company's independent registered public
accounting firm for the Company's fiscal
year ending December 31, 2022.
3. Adjournment Proposal - an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Annual General Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Director Election Proposal or
Auditor Ratification Proposal, which will
only be presented at the Annual General
Meeting if, based on the tabulated votes,
there are not sufficient votes at the time
of Annual General Meeting to approve the
aforementioned proposals.
--------------------------------------------------------------------------------------------------------------------------
LEO HOLDINGS CORP. II Agenda Number: 935752039
--------------------------------------------------------------------------------------------------------------------------
Security: G5463R102
Meeting Type: Special
Meeting Date: 09-Jan-2023
Ticker: LHC
ISIN: KYG5463R1020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution that:
Article 49.4(a) of Leo's Amended and
Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the following new Article
49.4 (a): "In the event that the Company
does not consummate a Business Combination
upon the date which is the later of (i) 12
April 2023 (or 12 October 2023, if
applicable under the provisions of this
Article 49.4(a)) and (ii) such later date
as may be ...(due to space limits, see
proxy material for full proposal).
2. The Adjournment Proposal-RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value $0.0001 per share (the "Public
Shares") and Class B ordinary shares, par
value $0.0001 per share in the capital of
Leo represented (either in person or by
proxy) to ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
LF CAPITAL ACQUISITION CORP. II Agenda Number: 935763323
--------------------------------------------------------------------------------------------------------------------------
Security: 50202D102
Meeting Type: Special
Meeting Date: 17-Feb-2023
Ticker: LFAC
ISIN: US50202D1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE CHARTER AMENDMENT PROPOSAL - APPROVAL Mgmt Against Against
OF AN AMENDMENT TO THE COMPANY'S AMENDED
AND RESTATED CERTIFICATE OF INCORPORATION
TO EXTEND TO INCREASE THE MONTHLY EXTENSION
PAYMENTS PER ONE-MONTH EXTENSION OF THE
DEADLINE TO COMPLETE THE INITIAL BUSINESS
COMBINATION (AS DEFINED IN THE CHARTER) TO
$0.04 PER SHARE OF THE COMPANY'S CLASS A
COMMON STOCK, PAR VALUE $0.0001 PER SHARE.
2. THE ADJOURNMENT PROPOSAL - APPROVAL TO Mgmt Against Against
DIRECT THE CHAIRMAN OF THE SPECIAL MEETING
TO ADJOURN THE SPECIAL MEETING TO A LATER
DATE OR DATES, IF NECESSARY, TO PERMIT
FURTHER SOLICITATION AND VOTE OF PROXIES IN
THE EVENT THAT THERE ARE INSUFFICIENT VOTES
FOR, OR OTHERWISE IN CONNECTION WITH, THE
APPROVAL OF THE CHARTER AMENDMENT PROPOSAL.
--------------------------------------------------------------------------------------------------------------------------
LIGHTJUMP ACQUISITION CORPORATION Agenda Number: 935684224
--------------------------------------------------------------------------------------------------------------------------
Security: 53228M106
Meeting Type: Special
Meeting Date: 08-Jul-2022
Ticker: LJAQ
ISIN: US53228M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt For For
Company's amended and restated certificate
of incorporation to extend from July 12,
2022 to January 12, 2023, the date by which
the Company must consummate a business
combination or, if it fails to do so, cease
its operations and redeem or repurchase
100% of the shares of the Company's common
stock issued in the Company's initial
public offering. A copy of the proposed
amendment, which we refer to as the
"Extension Amendment", is set forth in
Annex A to the accompanying Proxy
Statement.
2. Adjournment Proposal: Approve the Mgmt For For
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal. This proposal
will only be presented at the Special
Meeting if there are not sufficient votes
to approve the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
LIONHEART III CORP Agenda Number: 935760288
--------------------------------------------------------------------------------------------------------------------------
Security: 536262108
Meeting Type: Special
Meeting Date: 30-Jan-2023
Ticker: LION
ISIN: US5362621089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal: To Mgmt For For
consider and vote upon a proposal to
approve the Business Combination Agreement,
dated as of July 26, 2022 (as it may be
amended, supplemented or otherwise modified
from time to time, the "BCA"), by and among
Lionheart III Corp ("Lionheart"), Security
Matters Limited, a publicly traded company
on the Australian Securities Exchange
("ASX") ("SMX"), Empatan Public Limited
Company, a public limited company
incorporated in Ireland ("Parent"), and
Aryeh ...(due to space limits, see proxy
material for full proposal).
2. The Adjournment Proposal: To consider and Mgmt For For
vote upon a proposal to approve the
adjournment of the Lionheart's special
meeting of stockholders in lieu of the 2022
annual meeting (the "Special Meeting") to a
later date or dates, if necessary, (A) to
ensure that any supplement or amendment to
the proxy statement/prospectus that the
Board of Directors of Lionheart (the
"Lionheart Board") has determined in good
faith is required by applicable law to be
disclosed to Lionheart stockholders and
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
M3-BRIGADE ACQUISITION II CORP. Agenda Number: 935748460
--------------------------------------------------------------------------------------------------------------------------
Security: 553800103
Meeting Type: Special
Meeting Date: 23-Dec-2022
Ticker: MBAC
ISIN: US5538001034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To amend the Company's Amended and Restated Mgmt Against Against
Certificate of Incorporation (our
"charter") to extend the date by which the
Company must consummate a business
combination (the "Extension") from March 8,
2023 to March 8, 2024 (the "Extended Date"
and such proposal, the "Extension Amendment
Proposal").
2. To amend our charter to permit the release Mgmt Against Against
of interest from the trust account
established in connection with the
Company's initial public offering ("IPO")
(such account, the "Trust Account"), to the
extent such interest is accrued after the
date of the Interest Amendments (as defined
below), to pay the Company's working
capital expenses (the "Working Capital
Amendment" and such proposal, the "Working
Capital Amendment Proposal").
3. To amend our charter to provide that funds Mgmt Against Against
used by the Company to pay the new U.S.
federal 1% excise tax on certain
repurchases (including redemptions) of
stock or shares by publicly traded domestic
(i.e., U.S.) corporations and certain
domestic subsidiaries of publicly traded
foreign corporations pursuant to Section
4501 of the Internal Revenue Code of 1986,
as amended, included in the Inflation
Reduction Act of 2022 (such tax, the "IRA
Excise Tax"), if applicable, be drawn first
from interest ...(due to space limits, see
proxy statement for full proposal).
4. To amend the Investment Management Trust Mgmt Against Against
Agreement, dated March 3, 2021 (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Trust Company,
to (i) reflect the Extension, (ii) permit
the release of interest from the Trust
Account, to the extent such interest is
accrued after the date of the Interest
Amendments, to pay the Company's working
capital expenses and (iii) provide that
funds used by the Company to pay any
applicable IRA Excise Tax be drawn first
...(due to space limits, see proxy
statement for full proposal).
5. A proposal to approve the adjournment of Mgmt Against Against
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Proposals or if we determine
that additional time is necessary to
effectuate the Extension or the Interest
Amendments (the "Adjournment Proposal").
The Adjournment Proposal will only be
presented at the special meeting if there
are not sufficient votes for, or otherwise
in connection with, the approval of the
Proposals.
--------------------------------------------------------------------------------------------------------------------------
MEDTECH ACQUISITION CORP Agenda Number: 935733255
--------------------------------------------------------------------------------------------------------------------------
Security: 58507N105
Meeting Type: Special
Meeting Date: 12-Dec-2022
Ticker: MTAC
ISIN: US58507N1054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
business combination from December 22, 2022
to June 22, 2023 (or such earlier date as
determined by the Board).
2a. Election of Class I Director to serve until Mgmt Withheld Against
the 2024: Karim Karti
2b. Election of Class I Director to serve until Mgmt Withheld Against
the 2024: Martin Roche, MD
2c. Election of Class I Director to serve until Mgmt Withheld Against
the 2024: Thierry Thaure
2d. Election of Class I Director to serve until Mgmt Withheld Against
the 2024: Manuel Aguero
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
MERCATO PARTNERS ACQUISITION CORP. Agenda Number: 935759843
--------------------------------------------------------------------------------------------------------------------------
Security: 58759A108
Meeting Type: Special
Meeting Date: 03-Feb-2023
Ticker: MPRA
ISIN: US58759A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A proposal to amend the Company's charter Mgmt Against Against
to extend the date by which the Company
must consummate a business combination from
February 8, 2023 to July 8, 2023 & to allow
Company, without another stockholder vote,
to elect to extend the Termination Date to
consummate a business combination on a
monthly basis up to five times by an
additional one month each time after the
Extended Date, by resolution of the Board,
if requested by the Sponsor, and upon five
days' advance notice prior to the
applicable Termination Date, until December
8, 2023.
2. A proposal to amend Trust Agreement, by & Mgmt Against Against
between Company & the Trustee, allowing the
Company (i) extend Combination Period to
Extended Date by depositing into the Trust
Account an amount equal to the lesser of
(a) $675,000 or (b) $0.225 for each public
share that is not redeemed in connection
with special meeting and, (ii) in event
that Company has not consummated a business
combination by Extended Date, to extend, by
resolution of the Board & without approval
of the Company's public stockholders.
3. A proposal to approve the adjournment of Mgmt Against Against
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
the Trust Amendment Proposal, or if we
determine that additional time is necessary
to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
MERCURY ECOMMERCE ACQUISITION CORP Agenda Number: 935745577
--------------------------------------------------------------------------------------------------------------------------
Security: 589381102
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: MEAC
ISIN: US5893811027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment of the Company's Mgmt No vote
Amended and Restated Certificate of
Incorporation, dated July 27, 2021, to
extend the date by which the Company must
consummate a business combination (the
"Extension") from January 30, 2023 (or July
30, 2023 if the Company has executed a
definitive agreement for a business
combination by January 30, 2023) to July
30, 2024 (the date that is 36 months from
the closing date of the Company's initial
public offering of units (the "Extension
Amendment Proposal").
2. A proposal to approve the adjournment of Mgmt No vote
the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes to
approve the Extension Amendment Proposal or
if we determine that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
MISSION ADVANCEMENT CORP. Agenda Number: 935737758
--------------------------------------------------------------------------------------------------------------------------
Security: 60501L101
Meeting Type: Special
Meeting Date: 06-Dec-2022
Ticker: MACC
ISIN: US60501L1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To approve the Mgmt Against Against
adoption of an amendment (the "Charter
Amendment") to the Company's Amended and
Restated Certificate of Incorporation (the
"Charter") as set forth in Annex A of the
accompanying proxy statement to change the
date original termination (the "Original
Termination Date") (24 months from the
closing of the IPO) to such date as shall
be determined by the Board, in its sole
discretion, and publicly announced by the
Company, provided that such date shall be
no later than December 30, 2022 (the
"Amended Termination Date").
2. The Trust Amendment Proposal: A proposal to Mgmt Against Against
approve the adoption of an amendment to the
Investment Management Trust Agreement,
dated March 2, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, as trustee ("Continental"),
as set forth in Annex B of the proxy
statement related to the Special Meeting,
to change the date on which Continental
must commence liquidation of the trust
account established in connection with the
IPO to the Amended Termination Date.
3. Adjournment Proposal: A proposal to approve Mgmt Against Against
the adjournment of the Special Meeting from
time to time, if necessary, to solicit
additional proxies in favor of Proposal No.
1 and/or Proposal No. 2 or if otherwise
determined by the chairperson of the
Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
NEW VISTA ACQUISITION CORP. Agenda Number: 935758473
--------------------------------------------------------------------------------------------------------------------------
Security: G6529L105
Meeting Type: Special
Meeting Date: 15-Feb-2023
Ticker: NVSA
ISIN: KYG6529L1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt Against Against
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which the
Company must either (i) consummate a
merger, share exchange, asset acquisition,
share purchase, reorganization or similar
business combination, which we refer to as
our initial Business ...(due to space
limits, see proxy statement for full
proposal).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - As a special resolution, to
amend the Company's Charter pursuant to an
amendment to the Charter as set forth in
Annex A of the accompanying proxy statement
to eliminate from the Charter the
limitation that the Company may not redeem
public shares to the extent that such
redemption would result in the Company
having net tangible assets of less than
$5,000,001 (the "Redemption Limitation") in
order to allow the Company to redeem public
...(due to space limits, see proxy
statement for full proposal).
3. The Liquidation Amendment Proposal - A Mgmt Against Against
proposal to amend the Charter as set forth
in Annex A of the accompanying proxy
statement to permit our Board, in its sole
discretion, to elect to wind up our
operations on an earlier date (the
"Liquidation Amendment" and such proposal,
the "Liquidation Amendment Proposal" and,
collectively with the Extension Proposal
and the Redemption Limitation Amendment
Proposal, the "Charter Amendment
Proposals").
4. The Trust Amendment Proposal - A proposal Mgmt Against Against
to amend the Company's investment
management trust agreement, dated as of
February 16, 2022, by and between the
Continental Stock Transfer & Trust Company
("Continental") and the Company (the "Trust
Agreement") pursuant to an amendment to the
Trust Agreement in the form set forth in
Annex B of the accompanying proxy statement
to extend the date by which the Company
would be required to consummate our initial
Business Combination from February 19, 2023
to ...(due to space limits,see proxy
material for full proposal).
5. The Adjournment Proposal - As an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of any of the
Charter Amendment Proposals (the
"Adjournment Proposal"), which will only be
presented at the Extraordinary General
Meeting if, based on the tabulated votes,
there are not sufficient votes at ...(due
to space limits, see proxy statement for
full proposal).
--------------------------------------------------------------------------------------------------------------------------
NORTHERN STAR INVESTMENT CORP. III Agenda Number: 935749311
--------------------------------------------------------------------------------------------------------------------------
Security: 66574L100
Meeting Type: Special
Meeting Date: 22-Dec-2022
Ticker: NSTC
ISIN: US66574L1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date that
the Company has to consummate a business
combination to September 4, 2023.
2. Adjournment Proposal: Approve the Mgmt Against Against
adjournment of the special meeting to a
later date or dates, if the Company
determines that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
OCEANTECH ACQUISITIONS I CORP. Agenda Number: 935730324
--------------------------------------------------------------------------------------------------------------------------
Security: 675507107
Meeting Type: Special
Meeting Date: 29-Nov-2022
Ticker: OTEC
ISIN: US6755071072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to complete a
business combination from 12/02/2022 to
06/02/2023, or such earlier date as
determined by the Board of Directors,
provided that Sponsor (or its affiliates or
permitted designees) will deposit into
Trust Account $125,000 for each such 1
month extension until 06/02/2023, unless
the closing of the Company's initial
business combination shall have occurred,
which we refer to as "Extension Amendment
Proposal."
2. Trust Amendment Proposal: Amend the Mgmt Against Against
Company's investment management trust
agreement, dated as of May 27, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, (i) allowing the
Company to extend the business combination
period from December 2, 2022 to June 2,
2023 and (ii) updating certain defined
terms in the Trust Agreement.
3. Adjournment Proposal: Approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal and the Trust
Amendment Proposal, which we refer to as
the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
OMNILIT ACQUISITION CORP. Agenda Number: 935741973
--------------------------------------------------------------------------------------------------------------------------
Security: 68218C108
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: OLIT
ISIN: US68218C1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - to amend Mgmt Against Against
the Company's amended and restated
certificate of incorporation by allowing us
to extend (the "Extension") the date by
which we have to consummate a business
combination (the "Combination Period") for
an additional nine (9) months, from
February 12, 2023 (the date which is 15
months from the closing date of our initial
public offering of our units (the "IPO") to
November 12, 2023, (the "Extended Date").
2. The Trust Amendment Proposal - to amend the Mgmt Against Against
Investment Management Trust Agreement,
dated November 8, 2021, (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Company (the
"Trustee"), pursuant to an amendment to the
Trust Agreement in the form set forth in
Annex B of the accompanying proxy statement
(the "Trust Amendment"), to authorize the
Extension and its implementation by the
Company.
3. The Adjournment Proposal - to approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
foregoing proposals. The Adjournment
Proposal will only be presented at the
Special Meeting if there are not sufficient
votes to approve the Extension Amendment
Proposal or the Trust Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
ONE EQUITY PARTNERS OPEN WATER I CORP. Agenda Number: 935736287
--------------------------------------------------------------------------------------------------------------------------
Security: 68237L105
Meeting Type: Special
Meeting Date: 01-Dec-2022
Ticker: OEPW
ISIN: US68237L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal - To Mgmt Against Against
amend the amended and restated certificate
of incorporation ("Certificate of
Incorporation") to eliminate the
requirement that the Company retain net
tangible assets in excess of $5,000,000
following the redemption of the Class A
common stock, par value $0.0001 per share,
in connection with a Business Combination
and certain amendments of the Certificate
of Incorporation (such proposal, the
"Redemption Limit Elimination Proposal").
2. Early Termination Proposal - To amend the Mgmt Against Against
Certificate of Incorporation to change the
date by which the Company must consummate a
Business Combination from January 26, 2023
to December 8, 2022 (such proposal, the
"Early Termination Proposal"). A copy of
the proposed amendment to the Certificate
of Incorporation is set forth in Annex B to
the accompanying proxy statement.
3. Adjournment Proposal-To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of common stock, par value $0.0001
per share, represented to constitute a
quorum necessary to conduct business at the
Meeting or at the time of the Meeting to
approve the Redemption Limit Elimination
Proposal or the Early Termination Proposal.
--------------------------------------------------------------------------------------------------------------------------
ONYX ACQUISITION CO. I Agenda Number: 935748509
--------------------------------------------------------------------------------------------------------------------------
Security: G6755Q109
Meeting Type: Special
Meeting Date: 26-Jan-2023
Ticker: ONYX
ISIN: KYG6755Q1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of Corporate Life: Amend the Mgmt Against Against
Company's amended and restated memorandum
and articles of association (the
"Articles") to extend the date that the
Company has to consummate a business
combination from February 5, 2023 to August
7, 2023.
2. Redemption Limitation Amendment: Amend the Mgmt Against Against
Company's Articles to eliminate the
limitation that the Company shall not
redeem Class A ordinary shares included as
part of the units sold in the IPO
(including any shares issued in exchange
thereof) to the extent that such redemption
would cause the Company's net tangible
assets to be less than $5,000,001.
3. Adjournment: Adjourn the Extraordinary Mgmt Against Against
General Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
OXUS ACQUISITION CORP. Agenda Number: 935766901
--------------------------------------------------------------------------------------------------------------------------
Security: G6859L105
Meeting Type: Special
Meeting Date: 02-Mar-2023
Ticker: OXUS
ISIN: KYG6859L1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt Against Against
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement (1) consummate a merger,
amalgamation, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination. (2) cease
its operations except for the purpose of
winding up (3) redeem all of the Class A
ordinary shares.
2. The Founder Share Amendment Proposal - as a Mgmt Against Against
special resolution, to amend the Company's
Charter in the form set forth in Annex A of
the accompanying proxy statement to provide
for the right of a holder of Class B
ordinary shares of the Company (the
"Founder Shares" or the "Class B Ordinary
Shares") to convert into Class A ordinary
shares (the "Class A Ordinary Shares") on a
one-for- one basis prior to the closing of
a business combination at the election of
the holder (the "Founder Share Amendment
Proposal").
3. The Adjournment Proposal - as an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal").
--------------------------------------------------------------------------------------------------------------------------
OYSTER ENTERPRISES ACQUISITION CORP. Agenda Number: 935745236
--------------------------------------------------------------------------------------------------------------------------
Security: 69242M104
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: OSTR
ISIN: US69242M1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - To permit Mgmt For For
the Company to liquidate and wind up early
by amending the Company's Amended and
Restated Certificate of Incorporation (the
"Charter") to (i) amend the date by which
the Company must consummate a merger,
capital stock exchange, asset acquisition,
stock purchase, reorganization or similar
business combination, which we refer to as
our initial business combination, from
January 22, 2023 (the "Original Termination
Date") to such other ...(due to space
limits,see proxy material for full
proposal).
2. The Trust Amendment Proposal - To amend the Mgmt For For
Investment Management Trust Agreement,
dated January 19, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, a New York corporation, as
trustee to change the date on which
Continental must commence liquidation of
the Trust Account established in connection
with the Company's initial public offering
from the Original Termination Date to the
Amended Termination Date (the "Early
Termination Trust Amendment Proposal").
3. The Adjournment Proposal - To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Charter Amendment Proposal
and Early Termination Trust Amendment
Proposal or if otherwise determined by the
chairperson of the Special Meeting to be
necessary or appropriate.
--------------------------------------------------------------------------------------------------------------------------
PATHFINDER ACQUISITION CORP. Agenda Number: 935759867
--------------------------------------------------------------------------------------------------------------------------
Security: G04119106
Meeting Type: Special
Meeting Date: 08-Feb-2023
Ticker: PFDR
ISIN: KYG041191068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - Mgmt Against Against
RESOLVED, as an ordinary resolution, that
Pathfinder's entry into the Business
Combination Agreement, dated as of October
3, 2022 (as may be amended, supplemented,
or otherwise modified from time to time)
(the "Business Combination Agreement"), by
and among Pathfinder, Motion Merger Sub,
Inc., a Delaware corporation and wholly
owned subsidiary of Pathfinder ("Merger
Sub"), and Movella Inc., a Delaware
corporation ("Movella"), a copy of which is
attached to ...(due to space limits, see
proxy statement for full proposal).
2. The Domestication Proposal - RESOLVED, as a Mgmt Against Against
special resolution, that Pathfinder be
transferred by way of continuation to
Delaware pursuant to Part XII of the Cayman
Islands Companies Act and Section 388 of
the General Corporation Law of the State of
Delaware and, immediately upon being
de-registered in the Cayman Islands,
Pathfinder be continued and domesticated as
a corporation under the laws of the state
of Delaware and, conditional upon, and with
effect from, the registration of ...(due to
space limits, see proxy statement for full
proposal).
3. The Charter Amendment Proposal - RESOLVED, Mgmt Against Against
as a special resolution, that the
certificate of incorporation and bylaws of
New Movella, copies of which are attached
to the proxy statement/prospectus as Annex
B and Annex C, respectively, be approved as
the certificate of incorporation and bylaws
of New Movella, conditional upon, and with
effect from the effectiveness of the
Domestication.
4A. Advisory Governing Documents Proposal - Mgmt Against Against
RESOLVED, as a non-binding advisory
resolution, that the change in the
authorized share capital of Pathfinder from
(i) US$33,100.00 divided into 300,000,000
Class A ordinary shares, par value $0.0001
per share, 30,000,000 Class B ordinary
shares, par value $0.0001 per share, and
1,000,000 preference shares, par value
$0.0001 per share, to (ii) US$9,200 divided
into 900,000,000 shares of common stock,
par value $0.00001 ...(due to space limits,
see proxy statement for full proposal).
4B. Advisory Governing Documents Proposal - Mgmt Against Against
RESOLVED, as a non-binding advisory
resolution, that the authorization to the
board of directors of New Movella (the "New
Movella Board") to issue any or all shares
of New Movella Preferred Stock in one or
more classes or series, with such terms and
conditions as may be expressly determined
by the New Movella Board and as may be
permitted by the Delaware General
Corporation Law be approved.
4C. Advisory Governing Documents Proposal - Mgmt Against Against
RESOLVED, as a non-binding advisory
resolution, that the removal of the ability
of New Movella stockholders to take action
by written consent in lieu of a meeting be
approved.
4D. Advisory Governing Documents Proposal - Mgmt Against Against
RESOLVED, as a non-binding advisory
resolution, that the amendment and
restatement of the Existing Governing
Documents be approved and that all other
changes necessary or, as mutually agreed in
good faith by Pathfinder and Movella,
desirable in connection with the
replacement of Existing Governing Documents
with the Proposed Certificate of
Incorporation and Proposed Bylaws as part
of the Domestication (copies of which are
attached to the ...(due to space limits,
see proxy statement for full proposal).
5. The Nasdaq Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that for the purposes
of complying with the applicable provisions
of Nasdaq Listing Rule 5635, the issuance
of shares of New Movella Common Stock be
approved.
6. The Stock Incentive Plan Proposal - Mgmt Against Against
RESOLVED, as an ordinary resolution, that
the Movella Holdings Inc. 2022 Stock
Incentive Plan, a copy of which is attached
to the proxy statement/prospectus as Annex
D, be adopted and approved.
7. The ESPP Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the Movella
Holdings Inc. 2022 Employee Stock Purchase
Plan, a copy of which is attached to the
proxy statement/prospectus as Annex E, be
adopted and approved.
8. The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the extraordinary general meeting to a
later date or dates (i) to solicit
additional proxies for the purpose of
obtaining approval by the Pathfinder
shareholders for each of the proposals
necessary to consummate transactions
contemplated by the Business Combination
Agreement, (ii) for the absence of a quorum
or (iii) to allow reasonable additional
time for the filing or mailing of any
supplemental or amended ...(due to space
limits, see proxy statement for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
PATHFINDER ACQUISITION CORP. Agenda Number: 935758029
--------------------------------------------------------------------------------------------------------------------------
Security: G04119106
Meeting Type: Special
Meeting Date: 17-Feb-2023
Ticker: PFDR
ISIN: KYG041191068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Redemption Limit Elimination Proposal - To Mgmt Against Against
amend, by way of special resolution,
Pathfinder's Second Amended and Restated
Memorandum & Articles of Association
pursuant to an amendment in the form set
forth on Annex A to the accompanying proxy
statement to eliminate the requirement that
Pathfinder retain at least $5,000,001 of
net tangible assets following the
redemption of Class A Ordinary Shares (as
defined below) issued as part of the units
sold in Pathfinder's initial public
offering in connection with an initial
business combination.
2. Extension Amendment Proposal - To amend, by Mgmt Against Against
way of special resolution, Memorandum &
Articles of Association pursuant to an
amendment in the form set forth on Annex A
to accompanying proxy statement to extend
date by which Pathfinder has to consummate
a business combination from 2/19/2023 to
5/19/2023 & without another shareholder
vote, by resolution of Pathfinder's board
of directors, to elect to further extend
Charter Extension Date by one month, for a
total of four months, until 6/19/2023,
unless the closing of a Business
Combination.
3. Adjournment Proposal - To adjourn the Mgmt Against Against
Shareholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A ordinary shares, par value $0.0001
per share ("Class A Ordinary Shares"), &
Class B ordinary shares, par value $0.0001
per share, in the capital of Pathfinder
represented (by proxy) at the time of
Shareholder Meeting to approve Redemption
Limit Elimination Proposal.
--------------------------------------------------------------------------------------------------------------------------
PATRIA LATIN AMERICAN OPP ACQUI CORP. Agenda Number: 935881397
--------------------------------------------------------------------------------------------------------------------------
Security: G69454109
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: PLAO
ISIN: KYG694541098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal- A Mgmt Against Against
proposal (the "Extension Amendment
Proposal") to amend, by way of special
resolution, PLAO's Articles, as set forth
in Annex A of the accompanying Proxy
Statement, and the investment management
trust agreement (the "Trust Agreement")
dated as of March 9, 2022 by and between
the Company and Continental Stock Transfer
& Trust Company, a New York corporation
(the "Trustee"), as set forth in Annex B of
the accompanying Proxy Statement, to extend
the date ...(due to space limits, see proxy
statement for full proposal).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - To amend, by way of special
resolution, the Company's Articles, as
provided by the second resolution in the
form set forth in Annex A to the
accompanying proxy statement (the
"Redemption Limitation Amendment" and such
proposal, the "Redemption Limitation
Amendment Proposal") to eliminate from the
Articles the limitation that the Company
shall not redeem Class A Ordinary Shares
included as part of the units sold in the
IPO (including ...(due to space limits, see
proxy statement for full proposal).
3. The Founder Conversion Amendment Proposal - Mgmt Against Against
To amend, by way of special resolution, the
Company's Articles, as provided by the
third resolution in the form set forth in
Annex A to the accompanying proxy statement
(the "Founder Conversion Amendment" and
such proposal, the "Founder Conversion
Amendment Proposal") to provide that the
Class B Ordinary Shares may be converted
either at the time of the consummation of
the Company's initial Business Combination
or at any earlier date at the option of the
holders of the Class B Ordinary Shares.
4. The Adjournment Proposal - To adjourn, by Mgmt Against Against
way of ordinary resolution, the Shareholder
Meeting to a later date or dates, if
necessary, (i) to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Shareholder Meeting, there are insufficient
Class A Ordinary Shares, par value $0.0001
per share and Class B Ordinary Shares, par
value $0.0001 per share in the capital of
PLAO represented (either in person or by
proxy) to approve the Extension ...(due to
space limits, see proxy statement for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
PEARL HOLDINGS ACQUISITION CORP Agenda Number: 935879950
--------------------------------------------------------------------------------------------------------------------------
Security: G44525106
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: PRLH
ISIN: KYG445251062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt Against Against
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") as set forth in
Annex A of the accompanying proxy statement
to extend the date by which the Company
must either (i) consummate a merger, share
exchange, asset acquisition, share
purchase, reorganisation or similar
business combination, as further described
in the Charter, (an initial "Business
Combination") or (ii) cease its operations
...(due to space limits, see proxy material
for full proposal).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - as a special resolution, to
amend the Company's Charter as set forth in
Annex A of the accompanying proxy statement
to eliminate from the Charter the
limitation that the Company shall not
redeem public shares to the extent that
such redemption would cause the Company's
net tangible assets to be less than
US$5,000,001 following such redemptions
(the "Redemption Limitation") in order to
allow the Company to redeem public shares
irrespective ...(due to space limits, see
proxy material for full proposal).
3. The Liquidation Amendment Proposal - as a Mgmt Against Against
special resolution, to amend the Company's
Charter as set forth in Annex A of the
accompanying proxy statement to permit the
Board, in its sole discretion, to elect to
cease all operations on an earlier date
(the "Liquidation Amendment" and such
proposal, the "Liquidation Amendment
Proposal" and, collectively with the
Extension Proposal and the Redemption
Limitation Amendment Proposal, the "Charter
Amendment Proposals").
4. The Trust Amendment Proposal - a proposal Mgmt Against Against
to amend the Company's investment
management trust agreement, dated as of
December 14, 2021, by and between
Continental Stock Transfer & Trust Company
("Continental") and the Company (the "Trust
Agreement") pursuant to an amendment to the
Trust Agreement in the form set forth in
Annex B of the accompanying proxy statement
to extend the date by which the Company
would be required to consummate our initial
Business Combination from the Original
Expiration Date, to the ...(due to space
limits, see proxy material for full
proposal).
5. The Adjournment Proposal - as an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, either (i) to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of any of the Charter Amendment
Proposals or the Trust Amendment Proposal,
which will only be presented at the
Extraordinary General Meeting if, based on
the tabulated votes, ...(due to space
limits, see proxy material for full
proposal).
--------------------------------------------------------------------------------------------------------------------------
PEPPERLIME HEALTH ACQUISITION CORP. Agenda Number: 935752471
--------------------------------------------------------------------------------------------------------------------------
Security: G70021103
Meeting Type: Special
Meeting Date: 11-Jan-2023
Ticker: PEPL
ISIN: KYG700211033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - A special Mgmt Against Against
resolution to approve the extension of the
date by which the Company must consummate
an initial business combination from April
19, 2023 (which is 18 months from the
closing of our initial public offering) to
October 19, 2023 (the "Extended Date") by
amending the Company's Amended and Restated
Memorandum and Articles of Association, in
the form set forth in Annex A to the
accompanying Proxy Statement (the
"Extension Amendment Proposal" and any such
extension effected pursuant thereto, the
"Extension").
2. Adjournment Proposal - An ordinary Mgmt Against Against
resolution to approve the adjournment of
the Special Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies and if,
based upon the tabulated vote at the time
of the Special Meeting, there are
insufficient votes to approve the Extension
Amendment Proposal (the "Adjournment
Proposal"). The Adjournment Proposal is
only expected to be presented at the
Special Meeting if there are not sufficient
votes to approve the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
PERCEPTION CAPITAL CORPORATION II Agenda Number: 935723507
--------------------------------------------------------------------------------------------------------------------------
Security: G7007D102
Meeting Type: Special
Meeting Date: 28-Oct-2022
Ticker: PCCT
ISIN: KYG7007D1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment - To amend the company's Mgmt Against Against
amended and restated memorandum and
articles of association to extend the date
by which the company must (1) consummate a
merger, amalgamation, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination (the
"initial business combination"), (2) cease
its operations except for the purpose of
winding up if it fails to complete such
initial business combination, and (3)
redeem all of the class a ordinary ...(due
to space limits, see proxy material for
full proposal).
2. Adjournment - To approve the adjournment of Mgmt Against Against
the general meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the extension proposal (the
"adjournment proposal"), which will be
presented at the general meeting if, based
on the tabulated votes, there are not
sufficient votes at the time of the general
meeting to approve the extension proposal,
in which ...(due to space limits, see proxy
material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
PIVOTAL INVESTMENT CORPORATION III Agenda Number: 935749309
--------------------------------------------------------------------------------------------------------------------------
Security: 72582M106
Meeting Type: Special
Meeting Date: 28-Dec-2022
Ticker: PICC
ISIN: US72582M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date that
the Company has to consummate a business
combination to August 11, 2023.
2. Adjournment Proposal: Approve the Mgmt Against Against
adjournment of the special meeting to a
later date or dates, if the Company
determines that additional time is
necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
PLUM ACQUISITION CORP I Agenda Number: 935771762
--------------------------------------------------------------------------------------------------------------------------
Security: G7134L126
Meeting Type: Special
Meeting Date: 15-Mar-2023
Ticker: PLMI
ISIN: KYG7134L1260
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal- RESOLVED, Mgmt Against Against
as a special resolution that: Article 49.7
of Plum's Amended and Restated Memorandum
and Articles of Association be deleted in
its entirety and replaced with the new
Article 49.7.
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal- RESOLVED, as a special resolution
that: Article 49.2(b) of Plum's Amended and
Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the new Article 49.2(b).
3. The Adjournment Proposal-RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, (ii) if
the holders of Public Shares have elected
to redeem an amount of shares in connection
with the Articles Extension or the
Redemption Limitation Amendment Proposal
such that Plum would not adhere to the
continued listing requirements of The
Nasdaq Stock Market LLC.
--------------------------------------------------------------------------------------------------------------------------
PONTEM CORPORATION Agenda Number: 935752508
--------------------------------------------------------------------------------------------------------------------------
Security: G71707106
Meeting Type: Special
Meeting Date: 13-Jan-2023
Ticker: PNTM
ISIN: KYG717071065
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt Against Against
Company's Articles to extend the date that
the Company has to consummate a business
combination from January 15, 2023 to July
15, 2023 or such earlier date as is
determined by our Board to be in the best
interests of the Company pursuant to the
following resolution: RESOLVED, as a
special resolution THAT, effective
immediately, the Articles of the Company be
amended by: 1a. amending Article 49.7 by
deleting the following introduction of such
sub-section: ...(due to space limits, see
proxy material for full proposal).
2. Trust Amendment Proposal - Amend the Mgmt Against Against
Investment Management Trust Agreement,
dated January 12, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from January 15, 2023 to July 15, 2023 or
such earlier date as is determined by our
Board to be in ...(due to space limits, see
proxy material for full proposal).
3. Adjournment Proposal - Adjourn the Mgmt Against Against
Extraordinary General Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 or Proposal 2
pursuant to the following resolution:
"RESOLVED, as an ordinary resolution, that
the adjournment of the general meeting to a
later date or dates to be determined by the
chairman of the general meeting, if ...(due
to space limits, see proxy material for
full proposal).
--------------------------------------------------------------------------------------------------------------------------
POWERUP ACQUISITION CORP. Agenda Number: 935853665
--------------------------------------------------------------------------------------------------------------------------
Security: G7207P103
Meeting Type: Special
Meeting Date: 18-May-2023
Ticker: PWUP
ISIN: KYG7207P1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - A Mgmt For For
special resolution to extend the date by
which the Company must consummate an
initial business combination from May 23,
2023 to May 23, 2024 by amending the
Company's Amended and Restated Memorandum
and Articles of Association in the form of
amendment set forth in Annex A to the
accompanying proxy statement.
2. The Adjournment Proposal - An ordinary Mgmt For For
resolution to adjourn the extraordinary
general meeting of shareholders to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the extraordinary general meeting,
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
PRIMAVERA CAPITAL ACQUISITION CORP. Agenda Number: 935735653
--------------------------------------------------------------------------------------------------------------------------
Security: G7255E109
Meeting Type: Special
Meeting Date: 09-Dec-2022
Ticker: PV
ISIN: KYG7255E1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to
approve by ordinary resolution, Primavera
Capital Acquisition Corporation's ("PCAC")
entry into the Business Combination
Agreement, dated as of March 23, 2022 (as
amended, the "Business Combination
Agreement"), by and among PCAC, Lanvin
Group Holdings Limited ("LGHL"), Lanvin
Group Heritage I Limited ("Merger Sub 1"),
Lanvin Group Heritage II Limited ("Merger
Sub 2") and Fosun Fashion Group (Cayman)
Limited ("FFG"), ...(due to space limits,
see proxy material for full proposal).
2. The Merger Proposal - To consider and vote Mgmt For For
upon a proposal to approve, by special
resolutions, the merger of PCAC with and
into Merger Sub 1 (with Merger Sub 1
surviving such merger), assuming the
Business Combination Proposal is approved
and adopted.
3. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to adjourn the meeting
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated votes
at the time of the meeting, PCAC is not
authorized to consummate the Business
Combination.
--------------------------------------------------------------------------------------------------------------------------
PROPERTY SOLUTIONS ACQUISITION CORP. II Agenda Number: 935749979
--------------------------------------------------------------------------------------------------------------------------
Security: 74350A108
Meeting Type: Special
Meeting Date: 22-Dec-2022
Ticker: PSAG
ISIN: US74350A1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: To amend the Mgmt For For
Company's Amended and Restated Certificate
of Incorporation (the "Charter") pursuant
to an amendment to the Charter in the form
set forth in Annex A of the accompanying
proxy statement (the "Charter Amendment")
to amend the date by which the Company must
cease its operations except for the purpose
of winding up ("Business Combination"), and
redeem all of the shares of Class A Common
Stock, par value $0.0001 per share, of the
Company ("Class A Common Stock") (the
"Charter Amendment Proposal").
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated March 3, 2021 (the "Trust
Agreement"), by & between the Company &
Continental Stock Transfer & Trust Company,
a New York limited purpose trust company,
as trustee ("Continental"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying Proxy Statement (the "Trust
Amendment" & together with the Charter
Amendment, the "Amendments").
3. The Adjournment Proposal: To approve the Mgmt For For
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Amendment Proposals or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
PROPTECH INVESTMENT CORPORATION II Agenda Number: 935730312
--------------------------------------------------------------------------------------------------------------------------
Security: 743497109
Meeting Type: Special
Meeting Date: 18-Nov-2022
Ticker: PTIC
ISIN: US7434971096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The PTIC II Charter Amendment Proposal - To Mgmt For For
consider and vote upon a proposal to
approve and adopt, assuming the Business
Combination Proposal (as defined below) is
adopted, the second amended and restated
certificate of incorporation of PropTech
Investment Corporation II ("PTIC II," "we,"
"our," "us" or the "Company"), which, if
approved, would take effect upon closing.
2. The Business Combination Proposal - To Mgmt For For
consider and vote upon a proposal to adopt
and approve (a) the Business Combination
Agreement, dated as of May 17, 2022 (as
amended, the "Business Combination
Agreement"), by and among PTIC II, RW
National Holdings, LLC, a Delaware limited
liability company ("Renters Warehouse"),
and Lake Street Landlords, LLC, a Delaware
limited liability company, in its capacity
as the representative of applicable Renters
Warehouse unitholders, pursuant to which,
...(due to space limits, see proxy material
for full proposal).
3. The Appreciate Charter Proposal - To Mgmt For For
consider and vote upon a proposal to
approve, assuming the Business Combination
Proposal is approved and adopted, the
proposed new certificate of incorporation
(the "Proposed Appreciate Charter") of
Appreciate Holdings, Inc. ("Appreciate"),
the post-business combination company,
which, if approved, would take effect at
the time of the closing (the "Appreciate
Charter Proposal").
4A. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To change PTIC II's name to "Appreciate
Holdings, Inc."
4B. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To remove certain provisions related to
PTIC II's status as a special purpose
acquisition company.
4C. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To increase the amount of authorized shares
of capital stock.
4D. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To provide for certain alternative forum
selection provisions.
4E. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To absolve certain Appreciate stockholders
from certain competition and corporate
opportunities obligations.
4F. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To opt out of Section 203 of the General
Corporation Law of the State of Delaware.
4G. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To change how the proposed governing
documents may be amended, altered, replaced
or rescinded.
4H. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To provide certain voting rights and
initially set the size of the Appreciate
board at eight directors.
4I. The Advisory Governing Documents Proposal - Mgmt For For
To consider and separately vote upon
approval on a non-binding advisory basis to
give stockholders the opportunity to
present their separate views on certain
amendments to the PTIC II certificate of
incorporation that will be effected in the
amended and restated certificate of
incorporation of Appreciate at the
consummation of the business combination.
To allow stockholders to call special
meetings and act by written consent.
5. The Nasdaq Proposal - To consider and vote Mgmt For For
upon a proposal to approve, assuming the
Business Combination Proposal and the
Appreciate Charter Proposal are approved
and adopted, the issuance of more than 20%
of the issued and outstanding shares of
common stock and the resulting change in
control in connection with the transactions
contemplated by the Business Combination
Agreement.
6. The Equity Incentive Plan Proposal - To Mgmt For For
consider and vote upon a proposal to
approve, assuming the condition precedent
proposals are approved and adopted, the
2022 Equity Incentive Plan for Appreciate
Holdings, Inc.
7. The Adjournment Proposal - To consider and Mgmt For For
vote upon a proposal to approve the
adjournment of the Special Meeting of
Stockholders to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies if, based on tabulated
votes at the Special Meeting of
Stockholders, there are insufficient votes
to approve the Business Combination
Proposal.
--------------------------------------------------------------------------------------------------------------------------
PYROPHYTE ACQUISITION CORP. Agenda Number: 935830681
--------------------------------------------------------------------------------------------------------------------------
Security: G7308P101
Meeting Type: Special
Meeting Date: 24-Apr-2023
Ticker: PHYT
ISIN: KYG7308P1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal: as a special Mgmt Against Against
resolution, to amend the Company's Amended
and Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which the
Company must consummate a merger, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination (an "initial business
combination") from April 29, 2023 (the
"Current Outside Date") to April 29, 2024
(the "Extended Date").
2. The Liquidation Amendment Proposal - as a Mgmt Against Against
special resolution, to amend (the
"Liquidation Amendment") the Charter
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to permit the
Company's board of directors (the "Board"),
in its sole discretion, to elect to wind up
the Company's operations on an earlier date
than the Extended Date as determined by the
Board and included in a public announcement
(the "Liquidation Amendment Proposal").
3. The Redemption Limitation Amendment Mgmt Against Against
Proposal - as a special resolution, to
amend (the "Redemption Limitation
Amendment") the Charter pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to eliminate from the Charter the
limitation that the Company may not redeem
public shares in an amount that would cause
the Company's net tangible assets to be
less than $5,000,001 in connection with the
Company's initial business combination (the
"Redemption Limitation Amendment
Proposal").
4. The Founder Share Amendment Proposal - as a Mgmt Against Against
special resolution, to amend (the "Founder
Share Amendment") the Charter pursuant to
an amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to amend the Charter to provide
for the right of a holder of the Company's
Class B ordinary shares, par value $0.0001
per share (the "Class B Ordinary Shares"
and, together with the Class A Ordinary
Shares, the "Ordinary Shares"), to convert
into Class A ordinary shares, par value
$0.0001 per share, of the Company.
5. The Adjournment Proposal - as an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to (i) permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal, the
Liquidation Amendment Proposal, the
Redemption Limitation Amendment Proposal or
the Founder Share Amendment Proposal, or if
we otherwise determine that additional time
is necessary to effectuate the Extension.
--------------------------------------------------------------------------------------------------------------------------
RCF ACQUISITION CORP. Agenda Number: 935823078
--------------------------------------------------------------------------------------------------------------------------
Security: G7330C102
Meeting Type: Special
Meeting Date: 09-May-2023
Ticker: RCFA
ISIN: KYG7330C1024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - as a special Mgmt Against Against
resolution, to amend (the "Extension
Amendment") RCF Acquisition Corp.'s (the
"Company") Amended and Restated Memorandum
and Articles of Association (the "Charter")
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to extend the
date by which the Company must consummate a
merger, share exchange, asset acquisition,
share purchase, reorganization or similar
business combination (an "initial ...(due
to space limits, see proxy material for
full proposal).
2. The Liquidation Amendment Proposal - as a Mgmt Against Against
special resolution, to amend (the
"Liquidation Amendment") the Charter
pursuant to an amendment to the Charter in
the form set forth in Annex A of the
accompanying proxy statement to permit the
Company's board of directors (the "Board"),
in its sole discretion, to elect to wind up
the Company's operations on an earlier date
than the Extended Date as determined by the
Board and included in a public announcement
(the "Liquidation Amendment Proposal").
3. The Redemption Limitation Amendment Mgmt Against Against
Proposal - as a special resolution, to
amend (the "Redemption Limitation
Amendment") the Charter pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to eliminate from the Charter the
limitation that the Company may not redeem
public shares in an amount that would cause
the Company's net tangible assets to be
less than $5,000,001 in connection with the
Company's initial business combination
...(due to space limits, see proxy material
for full proposal).
4. The Founder Share Amendment Proposal - as a Mgmt Against Against
special resolution, to amend (the "Founder
Share Amendment" and, together with the
Extension Amendment, the Liquidation
Amendment and the Redemption Limitation
Amendment, the "Charter Amendments") the
Charter pursuant to an amendment to the
Charter in the form set forth in Annex A of
the accompanying proxy statement to amend
the Charter to provide for the right of a
holder of the Company's Class B ordinary
shares, par value $0.0001 per share,
...(due to space limits, see proxy material
for full proposal).
5. The Director Election Proposal - as an Mgmt Against Against
ordinary resolution, to re-elect each of
Elodie Grant Goodey and Timothy Baker as a
Class I director of the Board until the
general meeting of the Company to be held
in 2026 or until his or her successor is
appointed and qualified (the "Director
Election Proposal").
6. The Adjournment Proposal - as an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary or
convenient, to (i) permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal, the
Liquidation Amendment Proposal, the
Redemption Limitation Amendment Proposal,
the Founder Share Amendment Proposal or the
Director Election ...(due to space limits,
see proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
RELATIVITY ACQUISITION CORP. Agenda Number: 935748422
--------------------------------------------------------------------------------------------------------------------------
Security: 75944B106
Meeting Type: Special
Meeting Date: 21-Dec-2022
Ticker: RACY
ISIN: US75944B1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation as proposed in Annex A to
the proxy statement to extend the date by
which the Company has to consummate a
Business Combination from February 15, 2023
to August 15, 2023 (or such earlier date as
determined by the Board).
2. Adjournment Proposal: A proposal to approve Mgmt Against Against
the adjournment of the Meeting to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies in
the event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Amendment
Proposal.
--------------------------------------------------------------------------------------------------------------------------
ROSE HILL ACQUISITION CORP Agenda Number: 935748458
--------------------------------------------------------------------------------------------------------------------------
Security: G7637J107
Meeting Type: Special
Meeting Date: 12-Jan-2023
Ticker: ROSE
ISIN: KYG7637J1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt Against Against
resolution, to amend the Company's Amended
and Restated Articles of Association (the
"Articles") pursuant to an amendment to the
Articles in the form set forth in Annex A
of the accompanying proxy statement under
the heading "Extension Proposal" to extend
from January 18, 2023 to July 18, 2023 the
deadline by which, if the Company has not
consummated a merger, amalgamation, share
exchange, asset acquisition, share
purchase, reorganization or similar ...(due
to space limits, see proxy material for
full proposal).
2. The Clarification Proposal - As a special Mgmt Against Against
resolution, and consistent with the
Company's intention and prior disclosure,
to amend the Articles pursuant to an
amendment to the Articles in the form set
forth in Annex A of the accompanying proxy
statement under the heading "Clarification
Proposal" to acknowledge and clarify that,
pursuant to the Articles, approval of our
initial business combination requires an
ordinary resolution, that being an
affirmative vote of a majority of the
...(due to space limits, see proxy material
for full proposal).
3. The Adjournment Proposal: As an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting by the
chairperson thereof to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of the Extension Proposal or the
Clarification Proposal, which will only be
presented at the Extraordinary General
Meeting if, based on the tabulated votes,
...(due to space limits, see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
SEAPORT GLOBAL ACQUISITION II CORP. Agenda Number: 935761886
--------------------------------------------------------------------------------------------------------------------------
Security: 81221H105
Meeting Type: Special
Meeting Date: 13-Feb-2023
Ticker: SGII
ISIN: US81221H1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: A proposal to Mgmt No vote
amend the Company's amended and restated
certificate of incorporation by allowing us
to extend (the "Extension") the date by
which we have to consummate a business
combination (the "Combination Period") for
an additional six (6) months, from February
19, 2023 (the date which is fifteen (15)
months from the closing date of our initial
public offering of our units (the "IPO") to
August 19, 2023, (the "Extended Date").
2. Trust Amendment Proposal: A proposal to Mgmt No vote
amend the Investment Management Trust
Agreement, dated November 17, 2021, (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Company (the "Trustee"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement, to authorize
the Extension and its implementation by the
Company.
3. Founder Share Amendment Proposal: A Mgmt No vote
proposal to amend the Company's amended and
restated certificate of incorporation to
provide for the right of a holder of Class
B Common Stock of the Company ("Founder
Shares") to convert into Class A Common
Stock on a one-for-one basis prior to the
closing of a business combination at the
election of the holder. A copy of the
proposed amendment, which we refer to as
the "Founder Share Amendment", is set forth
in Annex A to the accompanying Proxy
Statement.
4. Adjournment Proposal: A proposal to approve Mgmt No vote
the adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
forgoing proposals. This proposal will only
be presented at the Special Meeting if
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
SEMPER PARATUS ACQUISITION CORPORATION Agenda Number: 935760997
--------------------------------------------------------------------------------------------------------------------------
Security: G8028L107
Meeting Type: Special
Meeting Date: 03-Feb-2023
Ticker: LGST
ISIN: KYG8028L1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Extension Amendment Proposal - A Mgmt Against Against
special resolution to extend the date by
which the Company must consummate an
initial business combination from February
8, 2023 to December 15, 2023 by amending
the Company's Amended and Restated
Memorandum and Articles of Association in
the form of amendment set forth in Annex A
to the accompanying proxy statement.
2) The Adjournment Proposal - An ordinary Mgmt Against Against
resolution to adjourn the extraordinary
general meeting of shareholders to a later
date or dates, if necessary, to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the extraordinary general meeting,
there are not sufficient votes to approve
the Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
SENIOR CONNECT ACQUISITION CORP. I Agenda Number: 935740933
--------------------------------------------------------------------------------------------------------------------------
Security: 81723H108
Meeting Type: Special
Meeting Date: 09-Dec-2022
Ticker: SNRH
ISIN: US81723H1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal: Amend the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation pursuant to an amendment to
the Charter in the form set forth in Annex
A of the accompanying proxy statement to
extend the date by which the Company must
either (i) consummate a merger,
amalgamation, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination, which we
refer to as our initial Business
Combination, or (ii) cease its operations,
except for the ...(due to space limits, see
proxy material for full proposal).
2. The Adjournment Proposal: Approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal.
--------------------------------------------------------------------------------------------------------------------------
SILVER CREST ACQUISITION CORPORATION Agenda Number: 935692891
--------------------------------------------------------------------------------------------------------------------------
Security: G81355102
Meeting Type: Special
Meeting Date: 18-Aug-2022
Ticker: SLCR
ISIN: KYG813551028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon, as an ordinary
resolution, a proposal to approve and
authorize the Agreement and Plan of Merger,
dated as of August 13, 2021, by and among
Silver Crest Acquisition Corporation, TH
International Limited and Miami Swan Ltd
(as amended by Amendments No. 1, No. 2 and
No. 3 thereto, and as may be further
amended), a copy of which is attached to
the proxy statement/prospectus as Annex A,
and the transactions contemplated therein.
2. The Merger Proposal - to consider and vote Mgmt For For
upon, as a special resolution, a proposal
to approve and authorize the First Merger
and the Plan of Merger by and among Silver
Crest, Merger Sub and THIL, substantially
in the form attached to the accompanying
proxy statement/prospectus as Annex C (the
"Merger Proposal").
3. The Adjournment Proposal - to consider and Mgmt For For
vote upon, as an ordinary resolution, a
proposal to adjourn the extraordinary
general meeting to a later date or dates to
be determined by the chairman of the
extraordinary general meeting, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
extraordinary general meeting, there are
not sufficient votes to approve one or more
proposals presented to shareholders for a
vote (the "Adjournment Proposal").
--------------------------------------------------------------------------------------------------------------------------
SILVER SPIKE III ACQUISITION CORP Agenda Number: 716292913
--------------------------------------------------------------------------------------------------------------------------
Security: 828175109
Meeting Type: SGM
Meeting Date: 18-Nov-2022
Ticker:
ISIN: CA8281751096
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR
RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
1 TO CONSIDER, AND IF DEEMED ADVISABLE, TO Mgmt Against Against
APPROVE, WITH OR WITHOUT VARIATION, AN
ORDINARY RESOLUTION, THE FULL TEXT OF WHICH
IS SET FORTH IN APPENDIX "A" TO THE
ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR DATED OCTOBER 20, 2022, TO EXTEND
THE DATE BY WHICH SILVER SPIKE III
ACQUISITION CORP. HAS TO CONSUMMATE A
QUALIFYING TRANSACTION FROM NOVEMBER 27,
2022 TO MAY 27, 2023
CMMT PLEASE NOTE THAT THIS IS A SPAC MEETING. Non-Voting
PLEASE CONTACT YOUR CLIENT REPRESENTATIVE
SHOULD YOU NEED ANY ADDITIONAL INFORMATION
REGARDING THIS MEETING. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
SIZZLE ACQUISITION CORP. Agenda Number: 935746694
--------------------------------------------------------------------------------------------------------------------------
Security: 83014E109
Meeting Type: Special
Meeting Date: 19-Dec-2022
Ticker: SZZL
ISIN: US83014E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 8, 2023
to August 8, 2023 (or such earlier date as
determined by the Board).
2a. To re-elect the following director as Class Mgmt Withheld Against
I director (to serve until the annual
meeting of stockholders of the Company to
be held in 2025 or until a successor is
elected and qualified or their earlier
resignation or removal): David Perlin
2b. To re-elect the following director as Class Mgmt Withheld Against
I director (to serve until the annual
meeting of stockholders of the Company to
be held in 2025 or until a successor is
elected and qualified or their earlier
resignation or removal): Carolyn Trabuco
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SIZZLE ACQUISITION CORP. Agenda Number: 935759449
--------------------------------------------------------------------------------------------------------------------------
Security: 83014E109
Meeting Type: Special
Meeting Date: 01-Feb-2023
Ticker: SZZL
ISIN: US83014E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 8, 2023
to August 8, 2023 (or such earlier date as
determined by the Board).
2. Adjournment Proposal - Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal
1.
--------------------------------------------------------------------------------------------------------------------------
SLAM CORP. Agenda Number: 935764173
--------------------------------------------------------------------------------------------------------------------------
Security: G8210L105
Meeting Type: Special
Meeting Date: 21-Feb-2023
Ticker: SLAM
ISIN: KYG8210L1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution that: 1a.
Article 49.7 of Slam's Amended and Restated
Memorandum and Articles of Association be
deleted in its entirety and replaced with
the following new Article 49.7: ...Due to
space limits, see proxy material for full
proposal.
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - RESOLVED, as a special
resolution that: 2a. Article 49.2(b) of
Slam's Amended and Restated Memorandum and
Articles of Association be deleted in its
entirety and replaced with the following
new Article 49.2(b): ...Due to space
limits, see proxy material for full
proposal.
3. The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value US$0.0001 per share (the "Public
Shares") and Class B ordinary shares, par
value US$0.0001 per share in the capital of
Slam represented..Due to space limits, see
proxy material for full proposal.
--------------------------------------------------------------------------------------------------------------------------
SOCIAL LEVERAGE ACQUISITION CORP. I Agenda Number: 935745604
--------------------------------------------------------------------------------------------------------------------------
Security: 83363K102
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: SLAC
ISIN: US83363K1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation to extend the date by which
the Company has to consummate a business
combination (the "Extension") for an
additional three months, from February 17,
2023 (the "Current Termination Date") to
May 17, 2023 (the "Extended Termination
Date").
2. Approval of an amendment to the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation to eliminate from the charter
the limitation that the Company may not
redeem public shares to the extent that
such redemption would result in the Company
having net tangible assets (as determined
in accordance with Rule 3a51- 1(g)(1) of
the Exchange Act of less than $5,000,001 in
order to allow the Company to redeem public
shares irrespective of whether such
redemption would exceed the Redemption
Limitation.
3. Adjourn the special meeting to a later date Mgmt Against Against
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal 1 and Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SPINDLETOP HEALTH ACQUISITION CORP Agenda Number: 935746670
--------------------------------------------------------------------------------------------------------------------------
Security: 84854Q103
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: SHCA
ISIN: US84854Q1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: To permit the Company to Mgmt For For
liquidate and wind up early by amending the
Company's Amended and Restated Certificate
of Incorporation in the form set forth in
Annex A of the accompanying proxy
statement.
2. The Trust Amendment Proposal: To amend the Mgmt For For
Investment Management Trust Agreement,
dated November 3, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company, as trustee, pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement to change the
date on which Continental must commence
liquidation of the Trust Account
established in connection with the
Company's initial public offering to the
Amended Termination Date.
3. Adjournment: To adjourn the Special Meeting Mgmt Abstain
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are insufficient votes from shares of the
Company's holders of the Common Stock to
approve the Charter Amendment Proposal and
Trust Amendment Proposal or if otherwise
determined by the chairperson of the
Special Meeting to be necessary or
appropriate.
--------------------------------------------------------------------------------------------------------------------------
SPORTSTEK ACQUISITION CORP. Agenda Number: 935749917
--------------------------------------------------------------------------------------------------------------------------
Security: 849196100
Meeting Type: Special
Meeting Date: 20-Dec-2022
Ticker: SPTK
ISIN: US8491961004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from February 19, 2023
to August 19, 2023 (or such earlier date as
determined by the Board).
2. Auditor Ratification Proposal: Ratification Mgmt Against Against
of the selection of WithumSmith+Brown, PC
by the audit committee of the Company's
board of directors to serve as the
Company's independent registered public
accounting firm for the year ending
December 31, 2022.
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SPREE ACQUISITION CORP. 1 LIMITED Agenda Number: 935881474
--------------------------------------------------------------------------------------------------------------------------
Security: G83745102
Meeting Type: Special
Meeting Date: 12-Jun-2023
Ticker: SHAP
ISIN: KYG837451023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Articles Extension Proposal - A proposal to Mgmt Against Against
approve, by way of special resolution, an
amendment to the Company's amended and
restated memorandum and articles of
association in the form set forth in Annex
A of the accompanying proxy statement, to
extend the date by which the Company would
be permitted to consummate an initial
business combination from June 20, 2023 to
March 20, 2024, as well as to permit the
Board, in its sole discretion, to elect to
wind up the Company's operations on an
earlier date.
2. Trust Extension Proposal - A proposal to Mgmt Against Against
amend the Company's investment management
trust agreement, dated as of December 15,
2021, by and between the Company and
Continental Stock Transfer & Trust Company,
to extend the date by which the Company
would be permitted to consummate a business
combination from June 20, 2023 to March 20,
2024, or such earlier date as may be
determined by the Board, in its sole
discretion, pursuant to the resolution set
forth in Proposal No. 2 of the accompanying
proxy statement.
3. Amendment Proposal - Approval, by way of Mgmt Against Against
special resolution, of an amendment to the
Company's amended and restated memorandum
and articles of association to provide that
the existing restriction on issuance of
additional shares that would vote together
with the public Class A ordinary shares on
a proposal to approve the Company's initial
business combination, will not apply to
issuance of Class A ordinary shares upon
conversion of Class B ordinary shares where
the converting holders waive rights to
proceeds from the Company's trust account.
5. The Adjournment Proposal - A proposal to Mgmt Against Against
approve, by way of ordinary resolution, the
adjournment of the Meeting to a later date
or dates, if necessary, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of Proposal No. 1, Proposal No. 2,
Proposal No. 3 or Proposal No. 4, pursuant
to the resolution set forth in Proposal No.
5 of the accompanying proxy statement.
--------------------------------------------------------------------------------------------------------------------------
SUSTAINABLE DEVELOPMENT ACQ I CORP. Agenda Number: 935756835
--------------------------------------------------------------------------------------------------------------------------
Security: 86934L103
Meeting Type: Special
Meeting Date: 01-Feb-2023
Ticker: SDAC
ISIN: US86934L1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to complete a
business combination from February 4, 2023
to August 12, 2023, or such earlier date as
determined by the Board of Directors, which
we refer to as the "Extension Amendment
Proposal."
2. Adjournment Proposal - Approve the Mgmt Against Against
adjournment of the Special Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal, which we
refer to as the "Adjournment Proposal."
--------------------------------------------------------------------------------------------------------------------------
TAILWIND ACQUISITION CORP. Agenda Number: 935702541
--------------------------------------------------------------------------------------------------------------------------
Security: 87403Q102
Meeting Type: Special
Meeting Date: 07-Sep-2022
Ticker: TWND
ISIN: US87403Q1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To amend Mgmt Against Against
Tailwind's amended & restated certificate
of incorporation to: (a) extend the date by
which Tailwind has to consummate a business
combination from September 9, 2022 to
January 9, 2023 (b) to allow Tailwind,
without another stockholder vote, to elect
to extend date to consummate a business
combination on a monthly basis for up to 2
times by an additional 1 month each time
after January 9, 2023, by resolution of
board if requested by Tailwind Sponsor LLC,
& upon five days' advance notice prior to
applicable deadlines.
2. The Adjournment Proposal - To adjourn the Mgmt Against Against
Stockholder Meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Stockholder Meeting, there are insufficient
shares of Class A common stock, par value
$0.0001 per share, and shares of Class B
common stock, par value $0.0001 per share,
in the capital of Tailwind represented
(either in person or by proxy) to
constitute a quorum necessary to conduct
business at the Stockholder Meeting.
--------------------------------------------------------------------------------------------------------------------------
TAILWIND INTERNATIONAL ACQUISITION CORP. Agenda Number: 935764642
--------------------------------------------------------------------------------------------------------------------------
Security: G8662F101
Meeting Type: Special
Meeting Date: 21-Feb-2023
Ticker: TWNI
ISIN: KYG8662F1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - Mgmt Against Against
RESOLVED, as a special resolution that: a)
Article 49.7 of Tailwind's Amended and
Restated Memorandum and Articles of
Association be deleted in its entirety and
replaced with the following new Article
49.7: "In the event that the Company does
not consummate a Business Combination upon
the date which is the later of (A) 23
August 2023 and (B) such later date as may
be approved by the Members in accordance
with the Articles (in any case, such date
being ...(due to space limits, see proxy
material for full proposal).
2. The Redemption Limitation Amendment Mgmt Against Against
Proposal - RESOLVED, as a special
resolution that: a) Article 49.2(b) of
Tailwind's Amended and Restated Memorandum
and Articles of Association be deleted in
its entirety and replaced with the
following new Article 49.2(b): "provide
Members with the opportunity to have their
Shares repurchased by means of a tender
offer for a per-Share repurchase price
payable in cash, equal to the aggregate
amount then on deposit in the Trust
Account, ...(due to space limits,see proxy
material for full proposal).
3. The Adjournment Proposal - RESOLVED, as an Mgmt Against Against
ordinary resolution, that the adjournment
of the Shareholder Meeting to a later date
or dates if necessary, (i) to permit
further solicitation and vote of proxies
if, based upon the tabulated vote at the
time of the Shareholder Meeting, there are
insufficient Class A ordinary shares, par
value $0.0001 per share (the "Public
Shares"), and Class B ordinary shares, par
value $0.0001 per share, in the capital of
Tailwind represented (either in person or
by proxy) ...(due to space limits, see
proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
TARGET GLOBAL ACQUISITION I CORP. Agenda Number: 935881385
--------------------------------------------------------------------------------------------------------------------------
Security: G8675N109
Meeting Type: Special
Meeting Date: 02-Jun-2023
Ticker: TGAA
ISIN: KYG8675N1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Amendment Proposal - To Mgmt Against Against
amend, by way of special resolution, the
Company's Articles to extend the date (the
"Termination Date") by which the Company
has to consummate a Business Combination
(the "Extension Amendment") from June 13,
2023 (the "Original Termination Date") to
September 13, 2023 (the "Articles Extension
Date").
2. To amend, by way of special resolution, the Mgmt Against Against
Company's Articles, as provided by the
second resolution in the form set forth in
Annex A to the accompanying proxy statement
(the "Redemption Limitation Amendment") to
eliminate from the Articles the limitation
that the Company shall not redeem Class A
ordinary shares included as part of the
units sold in the IPO (including any shares
issued in exchange thereof, the "Public
Shares") to the extent that such redemption
would cause the Company's net tangible
assets to be less than $5,000,001.
3. The Founder Conversion Amendment Proposal - Mgmt Against Against
To amend, by way of special resolution, the
Company's Articles, as provided by the
third resolution in the form set forth in
Annex A to the accompanying proxy statement
(the "Founder Conversion Amendment" and
such proposal, the "Founder Conversion
Amendment Proposal") to provide that the
Class B Ordinary Shares may be converted
either at the time of the consummation of
the Company's initial Business Combination
or at any earlier date at the option of the
holders of the Class B Ordinary Shares.
4. The Trust Amendment Proposal - To amend, by Mgmt Against Against
the affirmative vote of at least sixty-five
percent (65%) of the votes cast of the then
outstanding Class A Ordinary Shares (as
defined below) and Class B Ordinary Shares,
voting together as a single class, the
amendment of that certain investment
management trust agreement, dated December
8, 2021 (the "Trust Agreement"), by and
between the Company and Continental Stock
Transfer & Trust Company, as trustee
("Continental").
5. To adjourn, by way of ordinary resolution, Mgmt Against Against
the Shareholder Meeting to a later date, if
necessary, (i) to permit further
solicitation & vote of proxies if, based
upon the tabulated vote at the time of
Shareholder Meeting, there are insufficient
Class A Ordinary Shares, $0.0001 per share
& Class B Ordinary Shares, $0.0001 per
share in the capital of the Company (ii) if
the holders of Public Shares have elected
to redeem an amount of shares in connection
with Extension Amendment, (iii) if Board
determines before Shareholder Meeting that
is not necessary.
--------------------------------------------------------------------------------------------------------------------------
TASTEMAKER ACQUISITION CORP. Agenda Number: 935741012
--------------------------------------------------------------------------------------------------------------------------
Security: 876545104
Meeting Type: Special
Meeting Date: 12-Dec-2022
Ticker: TMKR
ISIN: US8765451047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation to allow the Company,
without another stockholder vote, to extend
the date by which the Company must (i)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business combination involving the Company
and one or more businesses, which we refer
to as a "business combination", or (ii)
cease its operations if it fails to
complete such ...(due to space limits,see
proxy material for full proposal).
2. Adjournment Proposal - Adjourn the special Mgmt Against Against
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for, or otherwise in
connection with, the approval of the
Extension Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
TCW SPECIAL PURPOSE ACQUISITION CORP. Agenda Number: 935743749
--------------------------------------------------------------------------------------------------------------------------
Security: 87301L106
Meeting Type: Special
Meeting Date: 15-Dec-2022
Ticker: TSPQ
ISIN: US87301L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal - To amend the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation by adopting the third
amended and restated certificate of
incorporation in the form set forth in
Annex A of the proxy statement (the "Third
Amended and Restated Charter"), to amend
the date by which the Company must cease
all operations except for the purpose of
winding up if it fails to complete a
merger, capital stock exchange, asset
acquisition, stock purchase, reorganization
or similar business ...(due to space
limits,see proxy material for full
proposal).
2. The Trust Amendment Proposal - To amend the Mgmt Against Against
Investment Management Trust Agreement,
dated March 1, 2021 (the "Trust
Agreement"), by and between the Company and
Continental Stock Transfer & Trust Company,
as trustee ("Continental"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the proxy
statement to change the date on which
Continental must commence liquidation of
the trust account established in connection
with the Company's initial public ...(due
to space limits,see proxy material for full
proposal).
3. The Adjournment Proposal - To adjourn the Mgmt Against Against
Special Meeting to a later date or dates or
sine die, if necessary, either (x) to
permit further solicitation and vote of
proxies if, based upon the tabulated vote
at the time of the Special Meeting, there
are insufficient votes from the holders of
Class A common stock, par value $0.0001 per
share, and Class B common stock, par value
$0.0001 per share, to approve the Charter
Amendment Proposal and/or the Trust
Amendment Proposal or (y) if the Company's
...(due to space limits,see proxy material
for full proposal).
--------------------------------------------------------------------------------------------------------------------------
TISHMAN SPEYER INNOVATION CORP. II Agenda Number: 935734916
--------------------------------------------------------------------------------------------------------------------------
Security: 88825H100
Meeting Type: Special
Meeting Date: 29-Nov-2022
Ticker: TSIB
ISIN: US88825H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of an amendment to the Company's Mgmt Against Against
amended and restated Certificate of
Incorporation (the "Charter") to change the
termination date of the business
combination requirement from February 17,
2023 to November 30, 2022.
2. Approval of an amendment to the Charter Mgmt Against Against
eliminating the prohibition on redemption
of Class A common stock by the Company,
when such redemption would result in the
Company having net tangible assets of less
than $5,000,001.
3. Approval of an amendment to the Investment Mgmt Against Against
Management Trust Agreement between the
Company and Continental Stock Transfer &
Trust Company ("Continental") to change the
date on which Continental must commence
liquidation of the trust to November 30,
2022.
4. Adjournment of the special meeting of Mgmt Against Against
stockholders to a later date if necessary
or appropriate.
--------------------------------------------------------------------------------------------------------------------------
TWO Agenda Number: 935782955
--------------------------------------------------------------------------------------------------------------------------
Security: G9152V101
Meeting Type: Special
Meeting Date: 31-Mar-2023
Ticker: TWOA
ISIN: KYG9152V1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - To amend the Mgmt Against Against
Company's Amended and Restated Memorandum
and Articles of Association to extend the
date by which the Company must consummate a
business combination from March 29, 2023
(the date which is 24 months from the
closing date of the Company's initial
public offering (the "IPO")) to December
29, 2023 (the date which is 33 months from
the closing date of the IPO).
2. The Adjournment Proposal - To approve the Mgmt Against Against
adjournment of the extraordinary general
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes for the approval of
one or more proposals at the extraordinary
general meeting.
--------------------------------------------------------------------------------------------------------------------------
VECTOR ACQUISITION CORP. II Agenda Number: 935771774
--------------------------------------------------------------------------------------------------------------------------
Security: G9460A104
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: VAQC
ISIN: KYG9460A1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Amend the Mgmt Against Against
Company's Articles to extend the date that
the Company has to consummate a business
combination from March 12, 2023 to March
12, 2024 or such earlier date as is
determined by the board of Directors to be
in the best interests of the Company
pursuant to the following resolution:
FIRST, RESOLVED, as a special resolution
THAT, effective immediately, the Articles
of the Company be amended by: (a) amending
Article 170(a) by deleting the following
...(due to space limits, see proxy material
for full proposal).
2. Redemption Limitation Amendment Proposal - Mgmt Against Against
Amend the Company's Articles to eliminate
the limitation that the Company shall not
redeem Class A ordinary shares sold in the
IPO to the extent that such redemption
would cause the Company's net tangible
assets to be less than $5,000,001 pursuant
to the following resolution: SECOND,
RESOLVED, as a special resolution THAT,
effective immediately, the Articles of the
Company be amended by: (a) amending Article
164(b) by deleting the words: ...(due to
space limits, see proxy material for full
proposal).
3. Trust Amendment Proposal - Amend the Mgmt Against Against
Investment Management Trust Agreement,
dated March 9, 2021, by and between the
Company and Continental Stock Transfer &
Trust Company ("Continental"), to extend
the date on which Continental must
liquidate the Trust Account established in
connection with the Company's initial
public offering if the Company has not
completed its initial business combination
from March 12, 2023 to March 12, 2024 or
such earlier date as is determined by our
Board to be in the ...(due to space limits,
see proxy material for full proposal).
4. Director Proposal - Re-appoint David Mgmt Against Against
Kennedy as a Class I director, to serve
until the 2026 annual general meeting and
until his successor is appointed and
qualified, pursuant to the following
resolution: "RESOLVED, as an ordinary
resolution of the holders of Class B
ordinary shares of the Company THAT David
Kennedy be re-appointed as a Class I
director of the Company, to hold office
until the 2026 annual general meeting in
accordance with the amended and restated
memorandum and articles of association of
the Company."
5. Adjournment Proposal - Adjourn the Annual Mgmt Against Against
General Meeting to a later date or dates,
or indefinitely, if necessary or
convenient, pursuant to the following
resolution: "RESOLVED, as an ordinary
resolution, that the adjournment of the
Annual General Meeting to a later date or
dates to be determined by the chairman of
the Annual General Meeting, or
indefinitely, if necessary or convenient,
to permit further solicitation and vote of
proxies be confirmed, ratified and approved
in all respects."
--------------------------------------------------------------------------------------------------------------------------
WESTERN ACQUISITION VENTURES CORP Agenda Number: 935752964
--------------------------------------------------------------------------------------------------------------------------
Security: 95758L107
Meeting Type: Special
Meeting Date: 06-Jan-2023
Ticker: WAVS
ISIN: US95758L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment Proposal: Amend the Mgmt No vote
Company's Certificate of incorporation, to
extend the date by which the Company has to
consummate a business combination on a
month-to-month basis up to six (6) times,
each such extension for an additional one
(1) month period from January 11, 2023 to
July 11, 2023.
2. Trust Amendment Proposal: Amend the Mgmt No vote
Company's investment management trust
agreement, dated as of January 11, 2022, by
and between the Company and American Stock
Transfer & Trust Company, allowing the
Company to extend the Extended Termination
Date from January 11, 2023 up to six (6)
times, each such Extension for an
additional one (1) month period, until July
11, 2023, by depositing into the Trust
Account $10,000 for each one-month
Extension (or up to an aggregate of $60,000
for the total six- month period).
3. Adjournment Proposal: Direct the chairman Mgmt No vote
of the Special Meeting to adjourn the
Special Meeting to a later date or dates,
if necessary, to permit further
solicitation and vote of proxies if, based
upon the tabulated vote at the time of the
Special Meeting, there are not sufficient
votes to approve the foregoing proposal.
--------------------------------------------------------------------------------------------------------------------------
WILLIAMS ROWLAND ACQUISITION CORP. Agenda Number: 935747761
--------------------------------------------------------------------------------------------------------------------------
Security: 96951B102
Meeting Type: Special
Meeting Date: 22-Dec-2022
Ticker: WRAC
ISIN: US96951B1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. CHARTER AMENDMENT PROPOSAL - APPROVAL OF AN Mgmt Against Against
AMENDMENT TO THE COMPANY'S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO
EXTEND THE DATE BY WHICH THE COMPANY HAS TO
CONSUMMATE A BUSINESS COMBINATION (THE
"EXTENSION") SIX (6) TIMES FOR AN
ADDITIONAL ONE (1) MONTH EACH TIME UNTIL
JULY 29, 2023 (OR, IF NOT A BUSINESS DAY,
THE NEXT BUSINESS DAY) IF APPROVED BY THE
COMPANY'S BOARD OF DIRECTORS.
2. TRUST AMENDMENT - APPROVAL OF AN AMENDMENT Mgmt Against Against
TO THE COMPANY'S INVESTMENT MANAGEMENT
TRUST AGREEMENT, DATED AS OF JULY 26, 2021
(THE "TRUST AGREEMENT"), BY AND BETWEEN THE
COMPANY AND CONTINENTAL STOCK TRANSFER &
TRUST COMPANY (THE "TRUSTEE"), ALLOWING THE
COMPANY TO EXTEND THE COMBINATION PERIOD
SIX (6) TIMES FOR AN ADDITIONAL ONE-MONTH
PERIOD EACH TIME, FROM JANUARY 9, 2023 UP
TO JULY 29, 2023 (OR, IF NOT A BUSINESS DAY
TO THE NEXT BUSINESS DAY) (THE "TRUST
AMENDMENT").
3. ADJOURNMENT - APPROVAL TO DIRECT THE Mgmt Against Against
CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN
THE SPECIAL MEETING TO A LATER DATE OR
DATES, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF, BASED
UPON THE TABULATED VOTE AT THE TIME OF THE
MEETING, THERE ARE NOT SUFFICIENT VOTES TO
APPROVE THE PROPOSAL 1.
--------------------------------------------------------------------------------------------------------------------------
WORLDWIDE WEBB ACQUISITION CORP. Agenda Number: 935799087
--------------------------------------------------------------------------------------------------------------------------
Security: G97775103
Meeting Type: Special
Meeting Date: 14-Apr-2023
Ticker: WWAC
ISIN: KYG977751034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal - Approve as a Mgmt Against Against
special resolution, to extend the date by
which the Company (1) consummate a merger,
amalgamation, share exchange, asset
acquisition, share purchase, reorganization
or similar business combination, (2) cease
its operations except for the purpose of
winding up if it fails to complete such
business combination, and (3) redeem all of
the Class A ordinary shares sold in initial
public offering from 18 months from the
closing of our IPO to 24 months from the
closing of our IPO.
2. Redemption Limitation Amendment Proposal - Mgmt Against Against
Approve as a special resolution, the
amendment of the Company's Articles to
eliminate from the Articles the limitation
that the Company shall not redeem Class A
ordinary shares sold in the IPO to the
extent that such redemption would cause the
Company's net tangible assets to be less
than $5,000,001. The Redemption Limitation
Amendment would allow the Company to redeem
Class A ordinary shares irrespective of
whether such redemption would exceed the
Redemption Limitation.
3. Adjournment Proposal - Approve as an Mgmt Against Against
ordinary resolution, the adjournment of the
Extraordinary General Meeting to a later
date or dates or indefinitely, if necessary
or convenient, to permit further
solicitation and vote of proxies in the
event that there are insufficient votes
for, or otherwise in connection with, the
approval of any of the foregoing proposals.
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BERENSON ACQUISITION CORP. I
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Meeting Date: 3/28/2023
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Ticker: BACA
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ISIN: US0836901076
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Prop #
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Proposal
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Proposal Type
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Proposal Vote
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For/Against Management
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1)
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The Charter Amendment Proposal: To amend the Company's amended and restated certificate of incorporation, in the form set forth as Annex A to the accompanying proxy statement (the "Charter Amendment"), to extend
the date by which the Company must consummate an initial business combination from March 30, 2023 to September 30, 2023 or such earlier date as determined by the Company's board of directors (the "Charter Amendment Proposal").
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Mgmt
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For
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For
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2)
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The Trust Amendment Proposal - To amend the Investment Management Trust Agreement, dated as of September 27, 2021, by and between the Company and Continental Stock Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy statement, to provide for the Extension to the Extended Date pursuant to the Charter Amendment (the "Trust Amendment Proposal").
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Mgmt
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For
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For
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3)
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The Adjournment Proposal - To direct the chairman of the special meeting to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the
tabulated vote at the time of the special meeting, there are not sufficient votes to approve one or more of the foregoing proposals or the Board determines before the special meeting that it is not necessary or no longer desirable to
proceed with the Charter Amendment Proposal and the Trust Amendment Proposal.
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Mgmt
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For
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For
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REVELSTONE CAPITAL ACQUISITION CORP.
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Meeting Date: 6/14/2023
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Ticker: RCAC
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CUSIP: 76137R106
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Prop #
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Proposal
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Proposal Type
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Proposal Vote
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For/Against Management
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1)
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EXTEND THE DATE BY WHICH REVELSTONE CAPITAL HAS TO CONSUMMATE A BUSINESS COMBINATION UP TO SIX TIMES, EACH SUCH EXTENSION FOR AN ADDITIONAL ONE MONTH PERIOD, FROM JUNE 21, 2023 TO DECEMBER 21, 2023; AND (b) TO
CHANGE SECTION 9.2 (A) OF THE CHARTER TO REMOVE THE NET TANGIBLE ASSET REQUIREMENT SO THAT THE COMPANY IS NOT REQUIRED TO HAVE NET TANGIBLE ASSETS OF AT LEAST $5,000,001 TO CONSUMMATE A BUSINESS COMBINATION
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Mgmt
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For
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For
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2)
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APPROVAL OF AN AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED AS OF DECEMBER 16, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY, ALLOWING THE COMPANY
TO EXTEND THE COMBINATION PERIOD SIX TIMES FOR AN ADDITIONAL ONE-MONTH PERIOD EACH TIME, FROM JUNE 21, 2023 UP TO DECEMBER 21, 2023 BY DEPOSITING INTO THE TRUST ACCOUNT $90,000 FOR EACH ONE-MONTH EXTENSION.
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Mgmt
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For
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For
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3)
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APPROVAL TO DIRECT THE CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT
THE TIME OF THE MEETING, THERE ARE NOT SUFFICIENT VOTES TO APPROVE THE PROPOSAL l AND 2.
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Mgmt
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For
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For
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CrossingBridge Responsible Credit Fund
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ATLANTIC AVENUE ACQUISITION CORP. Agenda Number: 935708480
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Security: 04906P101
Meeting Type: Special
Meeting Date: 04-Oct-2022
Ticker: ASAQ
ISIN: US04906P1012
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's Amended and Restated Certificate
of Incorporation to allow the Company,
without another stockholder vote, to elect
to extend the date by which the Company
must consummate a business combination (the
"Extension") from October 6, 2022 (the date
that is 24 months from the closing date of
the Company's initial public offering of
units (the "IPO")), on a monthly basis for
up to six times to April 6, 2023 (the date
that is 30 months from the closing date of
the IPO).
2. Trust Amendment Proposal: Amend the Mgmt Against Against
Company's Investment Management Trust
Agreement, dated October 1, 2020, by and
between the Company and Continental Stock
Transfer & Trust Company (the "Trustee"),
to allow the Company, without another
stockholder vote, to elect to extend the
date on which the Trustee must liquidate
the trust account established by the
Company in connection with its IPO if the
Company has not completed its initial
business combination, on a monthly basis
...(due to space limits, see proxy material
for full proposal).
3. Adjournment Proposal: Adjourn the special Mgmt Against Against
meeting to a later date or dates, if
necessary, to permit further solicitation
and vote of proxies in the event that there
are insufficient votes to approve Proposal
1 and Proposal 2 or if we determine that
additional time is necessary to effectuate
the Extension.
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CARNEY TECHNOLOGY ACQUISITION CORP. II Agenda Number: 935742987
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Security: 143636108
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: CTAQ
ISIN: US1436361083
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from December 14, 2022
to June 14, 2023 (or such earlier date as
determined by the Board).
2a. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Carol Goode
2b. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Lieutenant General (Ret.) Robert Ferrell
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
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CLIMATE REAL IMPACT SOL II ACQ CORP Agenda Number: 935737784
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Security: 187171103
Meeting Type: Special
Meeting Date: 08-Dec-2022
Ticker: CLIM
ISIN: US1871711032
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment Proposal - to approve Mgmt Against Against
the adoption of an amendment (the
"Amendment") to the Company's Amended and
Restated Certificate of Incorporation (the
"Charter") as set forth in Annex A of the
accompanying proxy statement to, among
other things, change the date (which we
refer to as the "Original Termination
Date") by which the Company must either (i)
consummate a merger, capital stock
exchange, asset acquisition, stock
purchase, reorganization or similar
business ...(due to space limits, see proxy
material for full proposal).
2. The Trust Amendment Proposal - to approve Mgmt Against Against
an amendment to the Investment Management
Trust Agreement, dated January 26, 2021
(the "Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, as trustee ("Continental"),
pursuant to an amendment to the Trust
Agreement in the form set forth in Annex B
of the proxy statement (the "Trust
Amendment") to change the date on which
Continental must commence liquidation of
the trust account established in ...(due to
space limits, see proxy material for full
proposal).
3. The Adjournment Proposal - to approve the Mgmt Against Against
adjournment of the Special Meeting from
time to time to solicit additional proxies
in favor of the Charter Amendment Proposal
or the Trust Amendment Proposal or if
otherwise determined by the chairperson of
the Special Meeting to be necessary or
appropriate (the "Adjournment Proposal").
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COHN ROBBINS HOLDINGS CORP. Agenda Number: 935698588
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Security: G23726105
Meeting Type: Special
Meeting Date: 07-Sep-2022
Ticker: CRHC
ISIN: KYG237261055
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - As a special Mgmt Against Against
resolution, to amend CRHC's Amended and
Restated Memorandum and Articles of
Association (the "Charter") pursuant to an
amendment to the Charter in the form set
forth in Annex A of the accompanying proxy
statement to extend the date by which CRHC
must (i) consummate a merger, share
exchange, asset acquisition, share
purchase, reorganization or similar
business combination, which is referred to
as an initial business combination, (ii)
cease ...(due to space limits,see proxy
material for full proposal).
2. The Adjournment Proposal - As an ordinary Mgmt Against Against
resolution, to approve the adjournment of
the Extraordinary General Meeting to a
later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of the
Extension Proposal (the "Adjournment
Proposal"), which will only be presented at
the Extraordinary General Meeting if, based
on the tabulated votes, there are not
sufficient votes at the time ...(due to
space limits,see proxy material for full
proposal).
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COHN ROBBINS HOLDINGS CORP. Agenda Number: 935703656
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Security: G23726105
Meeting Type: Special
Meeting Date: 07-Sep-2022
Ticker: CRHC
ISIN: KYG237261055
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal - A proposal Mgmt For For
to approve, as a special resolution, and
adopt by the Business Combination
Agreement, dated as of January 20, 2022 (as
it may be amended, supplemented or
otherwise modified from time to time, the
"Business Combination Agreement"), by and
among CRHC, SAZKA Entertainment AG (now
known as Allwyn AG), Allwyn Entertainment
AG, Allwyn US HoldCo, and Allwyn Sub LLC.
Please refer to the proxy statement for
full proposal language.
2. Adjournment Proposal - A proposal to Mgmt For For
approve, as an ordinary resolution, to
adjourn Extraordinary General Meeting to a
later date or dates to the extent
reasonable (i) to ensure that any
supplement or amendment to the proxy
statement/prospectus is provided to CRHC
shareholders, (ii) in order to solicit
additional proxies from CRHC shareholders
in favor of Business Combination Proposal
(iii) CRHC shareholders redeem an amount of
CRHC Class A Shares such that Available
Cohn Robbins Cash Condition (iv) in order
to solicit additional proxies.
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COVA ACQUISITION CORP. Agenda Number: 935740185
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Security: G2554Y104
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: COVA
ISIN: KYG2554Y1044
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to Mgmt For For
consider and vote upon, as an ordinary
resolution, a proposal to approve and
authorize the Agreement and Plan of Merger,
dated as of May 26, 2022 by and among COVA
Acquisition Corp., a Cayman Islands
exempted company ("COVA"), ECARX Holdings
Inc., a Cayman Islands exempted company
(the "Company" or "ECARX"), Ecarx Temp
Limited, a wholly-owned subsidiary of ECARX
("Merger Sub 1"), and Ecarx&Co Limited, a
wholly-owned subsidiary of ECARX ("Merger
Sub 2"), ...(due to space limits, see proxy
material for full proposal).
2. The Merger Proposal - to consider and vote Mgmt For For
upon, as a special resolution, a proposal
to approve and authorize the First Merger
and the First Plan of Merger, substantially
in the form attached to the proxy
statement/prospectus as Annex C.
3. The Adjournment Proposal - to consider and Mgmt For For
vote upon, as an ordinary resolution, a
proposal to adjourn the extraordinary
general meeting to a later date or dates to
be determined by the chairman of the
extraordinary general meeting, if
necessary, to permit further solicitation
and vote of proxies if, based upon the
tabulated vote at the time of the
extraordinary general meeting, there are
not sufficient votes to approve one or more
proposals presented to shareholders for a
vote.
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CTO REALTY GROWTH, INC. Agenda Number: 935864555
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Security: 22948Q101
Meeting Type: Annual
Meeting Date: 21-Jun-2023
Ticker: CTO
ISIN: US22948Q1013
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: John P. Albright Mgmt No vote
1.2 Election of Director: George R. Brokaw Mgmt No vote
1.3 Election of Director: Christopher J. Drew Mgmt No vote
1.4 Election of Director: Laura M. Franklin Mgmt No vote
1.5 Election of Director: R. Blakeslee Gable Mgmt No vote
1.6 Election of Director: Christopher R. Haga Mgmt No vote
2. Ratify the appointment of Grant Thornton Mgmt No vote
LLP as our independent registered public
accounting firm for fiscal year 2023.
3. Hold an advisory vote to approve executive Mgmt No vote
compensation.
4. Hold an advisory vote on the frequency of Mgmt No vote
the advisory vote to approve executive
compensation.
5. Approve the CTO Realty Growth, Inc. Fifth Mgmt No vote
Amended and Restated 2010 Equity Incentive
Plan, replacing the Company's Fourth
Amended and Restated 2010 Equity Incentive
Plan.
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GO NORTH GROUP AB Agenda Number: 716111149
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Security: W3578FAA5
Meeting Type: OTH
Meeting Date: 28-Sep-2022
Ticker:
ISIN: SE0018040867
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS Non-Voting
AN AGAINST VOTE IF THE MEETING REQUIRES
APPROVAL FROM THE MAJORITY OF PARTICIPANTS
TO PASS A RESOLUTION
CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS
WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL
OWNER NAME, ADDRESS AND SHARE POSITION
CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting
(POA) IS REQUIRED TO LODGE YOUR VOTING
INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR
VOTING INSTRUCTIONS MAY BE REJECTED
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT PLEASE NOTE THAT THIS IS A WRITTEN CONSENT Non-Voting
MEETING. A PHYSICAL MEETING IS NOT BEING
HELD FOR THIS COMPANY. THEREFORE, MEETING
ATTENDANCE REQUESTS ARE NOT VALID FOR THIS
MEETING. IF YOU WISH TO VOTE, YOU MUST
RETURN YOUR INSTRUCTIONS BY THE INDICATED
CUTOFF DATE. THANK YOU.
1 BONDHOLDERS APPROVE TO WAIVE AND AMEND THE Mgmt For For
TERMS AND CONDITIONS AS MENTIONED IN THE
NOTICE
--------------------------------------------------------------------------------------------------------------------------
IGNYTE ACQUISITION CORP. Agenda Number: 935720626
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Security: 45175H106
Meeting Type: Special
Meeting Date: 24-Oct-2022
Ticker: IGNY
ISIN: US45175H1068
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Business Combination Proposal: To approve Mgmt For For
and adopt the Business Combination
Agreement, dated as of April 28, 2022, by
and between Ignyte Acquisition Corp.,
Ignyte Korea Co, Ltd. and Peak Bio Co.,
Ltd., including the transactions
contemplated thereby.
2. Governing Documents Proposal: To consider Mgmt For For
and vote upon (a) the adoption of Ignyte's
Second Amended and Restated Certificate of
Incorporation and Ignyte's Amended and
Restated Bylaws, which supersede the
existing Amended and Restated Certificate
of Incorporation of Ignyte and the Bylaws
of Ignyte.
3. Nasdaq Proposal: To consider and vote upon Mgmt For For
a proposal to approve, for purposes of
complying with Nasdaq Listing Rule 5635,
the issuance of more than 20% of Ignyte's
Common Stock in connection with the
Business Combination and the PIPE
Financing.
4. Incentive Plan Proposal: To consider and Mgmt For For
vote upon a proposal to approve and adopt a
new long-term incentive plan in form and
substance reasonably acceptable to Ignyte
and Peak Bio, a copy of which is attached
to the accompanying proxy statement as
Annex J.
5. Director Election Proposal: To consider and Mgmt For For
vote upon a proposal to elect up to seven
(7) directors, effective as of and
contingent upon the consummation of the
Business Combination, to serve on Peak Bio,
Inc.'s board of directors until the
expiration of their applicable term, and
until their respective successors are duly
elected and qualified or until their
earlier resignation, removal or death.
6. Adjournment Proposal: To consider and vote Mgmt For For
upon a proposal to approve the adjournment
of the special meeting to a later date or
dates, if necessary, to permit further
solicitation and vote of proxies if there
are insufficient votes for, or otherwise in
connection with, the approval of the
Proposals 1 through 5.
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IGNYTE ACQUISITION CORP. Agenda Number: 935724876
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Security: 45175H106
Meeting Type: Special
Meeting Date: 31-Oct-2022
Ticker: IGNY
ISIN: US45175H1068
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Charter Amendment: Amend the Company's Mgmt Against Against
Amended and Restated Certificate of
Incorporation, giving the Company the right
to extend the date by which it has to
consummate a business combination six (6)
times for an additional one (1) month each
time, from November 1, 2022 to May 1, 2023
(i.e., for a period of time ending 27
months from the consummation of its initial
public offering).
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LINKEM S.P.A. Agenda Number: 715681347
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Security: ADPV52579
Meeting Type: BOND
Meeting Date: 07-Jul-2022
Ticker:
ISIN: XS2039742569
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 27 JUNE 2022 (AND A THIRD CALL ON
07 JULY 2022). CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. PLEASE
BE ALSO ADVISED THAT YOUR SHARES WILL BE
BLOCKED UNTIL THE QUORUM IS MET OR THE
MEETING IS CANCELLED. THANK YOU
1 (A) FIRST PROPOSAL - CONTRIBUTION OF THE Mgmt For For
RETAIL BUSINESS UNIT CONSENTS TO THE
COMPLETION OF THE CONTRIBUTION OF THE
RETAIL BUSINESS UNIT AND WAIVES CONDITION
14.8 (DISPOSAL). (B) SECOND PROPOSAL -
RELEASE OF THE PLEDGE OVER TRADEMARKS
CONSENTS TO: (I) THE CONTRIBUTION TO LINKEM
RETAIL OF ALL THE TRADEMARKS OF THE ISSUER
CURRENTLY PLEDGED FOR THE BENEFIT OF THE
NOTEHOLDERS PURSUANT TO THE DEED OF PLEDGE
OVER INDUSTRIAL PROPERTY RIGHTS (THE
"RELEASED TRADEMARKS"); AND (II) WAIVING
CONDITION 3.2 (SECURITY OF THE NOTES) OF
THE CONDITIONS IN ORDER TO ALLOW THE ISSUER
TO RELEASE THE PLEDGE OVER THE RELEASED
TRADEMARKS AND TO TERMINATE THE DEED OF
PLEDGE OVER INDUSTRIAL PROPERTY RIGHTS. (C)
THIRD PROPOSAL - MERGER CONSENTS TO THE
MERGER AND WAIVES CONDITION 14.9 (MERGER).
(D) FOURTH PROPOSAL - AMENDMENTS TO THE
CONDITIONS CONSENTS NOT TO CONSIDER TISCALI
AND ANY SUBSIDIARY OF TISCALI (EACH, A
"TISCALI GROUP COMPANY") AS A "SUBSIDIARY"
OR A "MATERIAL SUBSIDIARY" OF THE ISSUER
PURSUANT TO THE CONDITIONS AND ASSENTS TO
AND SANCTIONS THE MODIFICATION OF THE TERMS
AND CONDITIONS OF THE NOTES, INCLUDING A
NUMBER OF AMENDMENTS TO THE CONDITIONS IN
ORDER TO REFLECT WHAT CONDITIONS WOULD
INSTEAD CONTINUE TO BE APPLICABLE TO
TISCALI AND EACH OTHER TISCALI GROUP
COMPANY, IT BEING UNDERSTOOD THAT,
NOTWITHSTANDING SUCH PROPOSED AMENDMENTS:
(I) CONDITION 3.2(B) (SECURITY OF THE
NOTES) WOULD APPLY TO TISCALI AND,
THEREFORE, SUBJECT TO COMPLETION OF THE
MERGER, THE ISSUER WOULD GRANT TO THE
SECURED PARTIES A PLEDGE OVER 100% OF THE
TISCALI SHARES SO THAT THE TISCALI SHARES
WOULD FORM PART OF THE TRANSACTION SECURITY
AND THE RELEVANT DEED OF PLEDGE A SECURITY
DOCUMENT; AND (II) THE DEFINITION OF
"ADJUSTED NET LEVERAGE RATIO", "NET
FINANCIAL INDEBTEDNESS" AND "ADJUSTED
EBITDA" FOR THE PURPOSE OF CALCULATING, ON
A CONSOLIDATED BASIS, (X) ANY VARIATION OF
THE ADJUSTED MARGIN PURSUANT TO CONDITION
5.1(E) (INTEREST) AND (Y) THE FINANCIAL
COVENANTS SET FORTH IN CONDITION XIII
(FINANCIAL COVENANTS), WOULD TAKE INTO
ACCOUNT THE RELEVANT FINANCIAL DATA OF THE
TISCALI GROUP COMPANIES. THE AMENDED AND
RESTATED CONDITIONS THAT WOULD GOVERN THE
NOTES FOLLOWING THE APPROVAL OF THE
PROPOSALS BY THE MEETING WILL ALSO BE
AVAILABLE TO THE NOTEHOLDERS UPON WRITTEN
REQUEST TO THE TABULATION AGENT AND/OR THE
ISSUER. (E) FIFTH PROPOSAL - GENERAL
MATTERS SANCTIONS AND ASSENTS TO EVERY
ABROGATION, VARIATION, MODIFICATION,
COMPROMISE OR ARRANGEMENT IN RESPECT OF THE
RIGHTS OF THE NOTEHOLDERS APPERTAINING TO
THE NOTES AGAINST THE ISSUER, WHETHER OR
NOT SUCH RIGHTS ARISE UNDER THE NOTES OR
THE TRUST DEED, AND ASSENTS TO EVERY
MODIFICATION, VARIATION OR ABROGATION OF
THE CONDITIONS AND THE TRUST DEED INVOLVED
IN OR RESULTING FROM OR TO BE EFFECTED BY
THE IMPLEMENTATION OF THE PROPOSALS AND
THIS EXTRAORDINARY RESOLUTION. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THIS EXTRAORDINARY
RESOLUTION EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF THIS EXTRAORDINARY
RESOLUTION OR THAT FOR ANY REASON THIS
EXTRAORDINARY RESOLUTION IS NOT VALID OR
BINDING ON THE HOLDERS. DISCHARGES,
INDEMNIFIES AND EXONERATES THE TRUSTEE FROM
ANY AND ALL LIABILITY FOR WHICH IT MAY HAVE
BECOME OR MAY BECOME RESPONSIBLE UNDER THE
TRUST DEED OR THE NOTES IN RESPECT OF ANY
ACT OR OMISSION IN CONNECTION, THE
MODIFICATIONS OF THE CONDITIONS, THE
IMPLEMENTATION OF THE PROPOSALS AND THIS
EXTRAORDINARY RESOLUTION. AUTHORISES,
DIRECTS, REQUESTS AND EMPOWERS THE TRUSTEE
TO CONCUR, APPROVE, EXECUTE AND DO ALL SUCH
OTHER DEEDS, INSTRUMENTS, ACTS AND THINGS
AND GIVE ALL SUCH DIRECTIONS AND CONSENTS
UNDER THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO - INCLUDING BY
IMPLEMENTING ANY MODIFICATIONS TO THE
CONDITIONS - THIS EXTRAORDINARY RESOLUTION
CMMT 28 JUN 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO POSTPONEMENT OF THE MEETING
DATE FROM 20 JUN 2022 TO 07 JUL 2022 AND
ADDITION OF COMMENT. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 28 JUN 2022: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
--------------------------------------------------------------------------------------------------------------------------
OPNET S.P.A. Agenda Number: 717277772
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 19-Jun-2023
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL Non-Voting
OWNER DETAILS AS PROVIDED BY YOUR CUSTODIAN
BANK. IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT 24 MAY 2023: PLEASE NOTE IN THE EVENT THE Non-Voting
MEETING DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 21 JUN 2023.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
1 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO EXTEND THE FINAL MATURITY DATE BY UP TO
THREE YEARS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT (AS DEFINED
BELOW)
2 PROPOSAL TO CONSENT TO THE WAIVER OF Mgmt For For
CERTAIN FINANCIAL COVENANTS OF THE ISSUER
UNDER CONDITION XIII (FINANCIAL COVENANTS)
AND RELEVANT REMEDIES UPON OCCURRENCE OF
ANY BREACH THEREOF, AS WELL AS TO INSTRUCT
THE TRUSTEE TO WAIVE ANY ACTION OR REMEDY
AGAINST THE ISSUER IN CONNECTION THEREWITH,
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT
3 PROPOSAL TO CONSENT TO THE ONE-TIME WAIVER Mgmt For For
OF CERTAIN OTHER PROVISIONS OF THE
CONDITIONS AND RELEVANT REMEDIES UPON
OCCURRENCE OF ANY BREACH THEREOF OR OF
EVENTS SET FORTH THEREIN, AS WELL AS TO
INSTRUCT THE TRUSTEE TO WAIVE ANY ACTION OR
REMEDY AGAINST THE ISSUER IN CONNECTION
THEREWITH, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
4 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO INCLUDE, SUBJECT TO THE EXTENSION OF THE
FINAL MATURITY DATE, CERTAIN RESTRICTIONS
APPLICABLE TO THE ISSUER WITH RESPECT TO
THE EXTENSION OF THE DEFINITION OF
PERMITTED SECURITY AS WELL AS CERTAIN
OBLIGATIONS OF THE ISSUER IN CONNECTION
WITH (I) THE INCURRENCE BY THE ISSUER OF
FINANCIAL INDEBTEDNESS AND (II) ANTI-
CORRUPTION LAWS, ANTI-MONEY LAUNDERING LAWS
AND SANCTIONS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
5 SANCTIONS AND ASSENTS TO EVERY ABROGATION, Mgmt For For
VARIATION, MODIFICATION, COMPROMISE OR
ARRANGEMENT IN RESPECT OF THE RIGHTS OF THE
NOTEHOLDERS APPERTAINING TO THE NOTES
AGAINST THE ISSUER, WHETHER OR NOT SUCH
RIGHTS ARISE UNDER THE NOTES OR THE TRUST
DEED, AND ASSENTS TO EVERY MODIFICATION,
VARIATION OR ABROGATION OF THE CONDITIONS
AND THE TRUST DEED INVOLVED IN OR RESULTING
FROM OR TO BE EFFECTED BY THE
IMPLEMENTATION OF THE PROPOSALS. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THE APPROVAL OF ANY
PROPOSALS EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF AN EXTRAORDINARY
RESOLUTION ON SUCH PROPOSALS THAT FOR ANY
REASON CAUSE THE EXTRAORDINARY RESOLUTION
NOT TO BE VALID OR BINDING ON THE HOLDERS.
DISCHARGES, INDEMNIFIES AND EXONERATES THE
TRUSTEE FROM ANY AND ALL LIABILITY FOR
WHICH IT MAY HAVE BECOME OR MAY BECOME
RESPONSIBLE UNDER THE TRUST DEED OR THE
NOTES IN RESPECT OF ANY ACT OR OMISSION IN
CONNECTION, THE MODIFICATIONS OF THE
CONDITIONS, THE IMPLEMENTATION OF THE
PROPOSALS. AUTHORISES, DIRECTS, REQUESTS
AND EMPOWERS THE TRUSTEE TO CONCUR,
APPROVE, EXECUTE AND DO ALL SUCH OTHER
DEEDS, INSTRUMENTS, ACTS AND THINGS AND
GIVE ALL SUCH DIRECTIONS AND CONSENTS UNDER
THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO THE PROPOSALS, INCLUDING
BY MAKING ANY APPROPRIATE MODIFICATIONS TO
THE CONDITIONS
CMMT 06 JUN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION AND ADDITION
OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
CMMT 06 JUN 2023: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR ALL RESOLUTIONS, ABSTAIN IS NOT A
VOTING OPTION ON THIS MEETING
|
BIOTE CORP.
|
|
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|
|
Meeting Date: 5/17/2023
|
|
|
|
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Ticker: BTMD
|
|
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ISIN: US0906831039
|
|
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| |
|
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|
|
|
Prop #
|
Proposal
|
Proposal Type
|
Proposal Vote
|
For/Against Management
|
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1)
|
Election of Class I Director to serve until our 2026 Annual Meeting: Andrew R. Heyer
|
Mgmt
|
For
|
For
|
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2)
|
Election of Class I Director to serve until our 2026 Annual Meeting: Dana Jacoby
|
Mgmt
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For
|
For
|
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3)
|
To ratify the appointment of Deloitte & Touche
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
|
Mgmt
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For
|
For
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CrossingBridge Ultra-Short Duration Fund
--------------------------------------------------------------------------------------------------------------------------
BGP ACQUISITION CORP Agenda Number: 716149566
--------------------------------------------------------------------------------------------------------------------------
Security: 08862W109
Meeting Type: SGM
Meeting Date: 28-Oct-2022
Ticker:
ISIN: CA08862W1095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE Non-Voting
ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST' FOR
RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
1 TO APPROVE AN ORDINARY RESOLUTION APPROVING Mgmt Against Against
THE EXTENSION OF BGP ACQUISITION CORP.'S
PERMITTED TIMELINE AS MORE PARTICULARLY
DESCRIBED IN THE ACCOMPANYING MANAGEMENT
INFORMATION CIRCULAR
--------------------------------------------------------------------------------------------------------------------------
CARNEY TECHNOLOGY ACQUISITION CORP. II Agenda Number: 935742987
--------------------------------------------------------------------------------------------------------------------------
Security: 143636108
Meeting Type: Special
Meeting Date: 14-Dec-2022
Ticker: CTAQ
ISIN: US1436361083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension Amendment Proposal: Amend the Mgmt Against Against
Company's amended and restated certificate
of incorporation to extend the date by
which the Company has to consummate a
Business Combination from December 14, 2022
to June 14, 2023 (or such earlier date as
determined by the Board).
2a. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Carol Goode
2b. Election of Class I Director to serve until Mgmt Withheld Against
the annual meeting to be held in 2025:
Lieutenant General (Ret.) Robert Ferrell
3. Adjournment Proposal: Adjourn the Meeting Mgmt Against Against
to a later date or dates, if necessary, to
permit further solicitation and vote of
proxies in the event that there are
insufficient votes for, or otherwise in
connection with, the approval of Proposal 1
or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
LINKEM S.P.A. Agenda Number: 715681347
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 07-Jul-2022
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 27 JUNE 2022 (AND A THIRD CALL ON
07 JULY 2022). CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL
CALLS UNLESS THE AGENDA IS AMENDED. PLEASE
BE ALSO ADVISED THAT YOUR SHARES WILL BE
BLOCKED UNTIL THE QUORUM IS MET OR THE
MEETING IS CANCELLED. THANK YOU
1 (A) FIRST PROPOSAL - CONTRIBUTION OF THE Mgmt For For
RETAIL BUSINESS UNIT CONSENTS TO THE
COMPLETION OF THE CONTRIBUTION OF THE
RETAIL BUSINESS UNIT AND WAIVES CONDITION
14.8 (DISPOSAL). (B) SECOND PROPOSAL -
RELEASE OF THE PLEDGE OVER TRADEMARKS
CONSENTS TO: (I) THE CONTRIBUTION TO LINKEM
RETAIL OF ALL THE TRADEMARKS OF THE ISSUER
CURRENTLY PLEDGED FOR THE BENEFIT OF THE
NOTEHOLDERS PURSUANT TO THE DEED OF PLEDGE
OVER INDUSTRIAL PROPERTY RIGHTS (THE
"RELEASED TRADEMARKS"); AND (II) WAIVING
CONDITION 3.2 (SECURITY OF THE NOTES) OF
THE CONDITIONS IN ORDER TO ALLOW THE ISSUER
TO RELEASE THE PLEDGE OVER THE RELEASED
TRADEMARKS AND TO TERMINATE THE DEED OF
PLEDGE OVER INDUSTRIAL PROPERTY RIGHTS. (C)
THIRD PROPOSAL - MERGER CONSENTS TO THE
MERGER AND WAIVES CONDITION 14.9 (MERGER).
(D) FOURTH PROPOSAL - AMENDMENTS TO THE
CONDITIONS CONSENTS NOT TO CONSIDER TISCALI
AND ANY SUBSIDIARY OF TISCALI (EACH, A
"TISCALI GROUP COMPANY") AS A "SUBSIDIARY"
OR A "MATERIAL SUBSIDIARY" OF THE ISSUER
PURSUANT TO THE CONDITIONS AND ASSENTS TO
AND SANCTIONS THE MODIFICATION OF THE TERMS
AND CONDITIONS OF THE NOTES, INCLUDING A
NUMBER OF AMENDMENTS TO THE CONDITIONS IN
ORDER TO REFLECT WHAT CONDITIONS WOULD
INSTEAD CONTINUE TO BE APPLICABLE TO
TISCALI AND EACH OTHER TISCALI GROUP
COMPANY, IT BEING UNDERSTOOD THAT,
NOTWITHSTANDING SUCH PROPOSED AMENDMENTS:
(I) CONDITION 3.2(B) (SECURITY OF THE
NOTES) WOULD APPLY TO TISCALI AND,
THEREFORE, SUBJECT TO COMPLETION OF THE
MERGER, THE ISSUER WOULD GRANT TO THE
SECURED PARTIES A PLEDGE OVER 100% OF THE
TISCALI SHARES SO THAT THE TISCALI SHARES
WOULD FORM PART OF THE TRANSACTION SECURITY
AND THE RELEVANT DEED OF PLEDGE A SECURITY
DOCUMENT; AND (II) THE DEFINITION OF
"ADJUSTED NET LEVERAGE RATIO", "NET
FINANCIAL INDEBTEDNESS" AND "ADJUSTED
EBITDA" FOR THE PURPOSE OF CALCULATING, ON
A CONSOLIDATED BASIS, (X) ANY VARIATION OF
THE ADJUSTED MARGIN PURSUANT TO CONDITION
5.1(E) (INTEREST) AND (Y) THE FINANCIAL
COVENANTS SET FORTH IN CONDITION XIII
(FINANCIAL COVENANTS), WOULD TAKE INTO
ACCOUNT THE RELEVANT FINANCIAL DATA OF THE
TISCALI GROUP COMPANIES. THE AMENDED AND
RESTATED CONDITIONS THAT WOULD GOVERN THE
NOTES FOLLOWING THE APPROVAL OF THE
PROPOSALS BY THE MEETING WILL ALSO BE
AVAILABLE TO THE NOTEHOLDERS UPON WRITTEN
REQUEST TO THE TABULATION AGENT AND/OR THE
ISSUER. (E) FIFTH PROPOSAL - GENERAL
MATTERS SANCTIONS AND ASSENTS TO EVERY
ABROGATION, VARIATION, MODIFICATION,
COMPROMISE OR ARRANGEMENT IN RESPECT OF THE
RIGHTS OF THE NOTEHOLDERS APPERTAINING TO
THE NOTES AGAINST THE ISSUER, WHETHER OR
NOT SUCH RIGHTS ARISE UNDER THE NOTES OR
THE TRUST DEED, AND ASSENTS TO EVERY
MODIFICATION, VARIATION OR ABROGATION OF
THE CONDITIONS AND THE TRUST DEED INVOLVED
IN OR RESULTING FROM OR TO BE EFFECTED BY
THE IMPLEMENTATION OF THE PROPOSALS AND
THIS EXTRAORDINARY RESOLUTION. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THIS EXTRAORDINARY
RESOLUTION EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF THIS EXTRAORDINARY
RESOLUTION OR THAT FOR ANY REASON THIS
EXTRAORDINARY RESOLUTION IS NOT VALID OR
BINDING ON THE HOLDERS. DISCHARGES,
INDEMNIFIES AND EXONERATES THE TRUSTEE FROM
ANY AND ALL LIABILITY FOR WHICH IT MAY HAVE
BECOME OR MAY BECOME RESPONSIBLE UNDER THE
TRUST DEED OR THE NOTES IN RESPECT OF ANY
ACT OR OMISSION IN CONNECTION, THE
MODIFICATIONS OF THE CONDITIONS, THE
IMPLEMENTATION OF THE PROPOSALS AND THIS
EXTRAORDINARY RESOLUTION. AUTHORISES,
DIRECTS, REQUESTS AND EMPOWERS THE TRUSTEE
TO CONCUR, APPROVE, EXECUTE AND DO ALL SUCH
OTHER DEEDS, INSTRUMENTS, ACTS AND THINGS
AND GIVE ALL SUCH DIRECTIONS AND CONSENTS
UNDER THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO - INCLUDING BY
IMPLEMENTING ANY MODIFICATIONS TO THE
CONDITIONS - THIS EXTRAORDINARY RESOLUTION
CMMT 28 JUN 2022: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO POSTPONEMENT OF THE MEETING
DATE FROM 20 JUN 2022 TO 07 JUL 2022 AND
ADDITION OF COMMENT. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
CMMT 28 JUN 2022: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
--------------------------------------------------------------------------------------------------------------------------
OPNET S.P.A. Agenda Number: 716580609
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 06-Feb-2023
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL Non-Voting
OWNER DETAILS AS PROVIDED BY YOUR CUSTODIAN
BANK. IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 838578 DUE TO THERE IS ONLY 1
RESOLUTION FOR THIS MEETING AND CHANGE IN
CORP NAME. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED IF
VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING
NOTICE ON THE NEW JOB. IF HOWEVER VOTE
DEADLINE EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED AND
YOUR VOTE INTENTIONS ON THE ORIGINAL
MEETING WILL BE APPLICABLE. PLEASE ENSURE
VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE
ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING. THANK YOU
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE A SECOND
CALL ON 07 FEB 2023. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN VALID FOR
ALL CALLS UNLESS THE AGENDA IS AMENDED.
PLEASE BE ALSO ADVISED THAT YOUR SHARES
WILL BE BLOCKED UNTIL THE QUORUM IS MET OR
THE MEETING IS CANCELLED. THANK YOU
1 (A) EXTENSION OF THE FINAL MATURITY DATE: Mgmt No vote
PROPOSAL TO AMEND THE CONDITIONS IN ORDER
TO EXTEND THE FINAL MATURITY DATE UP TO A
MAXIMUM OF TWELVE MONTHS (THE EXTENSION),
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT (AS DEFINED BELOW).
SUBJECT TO THE APPROVAL OF THE EXTENSION BY
THE MEETING, AND IN RECOGNITION OF THE
NOTEHOLDERS CONSENT TO THE PROPOSALS, THE
COMPANY SHALL CONSIDER PAYING TO THE
NOTEHOLDERS, INCLUDING, FOR THE SAKE OF
CLARITY, THOSE NOTEHOLDERS THAT WILL NOT
ATTEND OR VOTE IN THE MEETING, A CERTAIN
EXTENSION FEE CALCULATED AS A PERCENTAGE OF
THE PRINCIPAL AMOUNT OUTSTANDING OF THE
NOTES, AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT. (B) GENERAL MATTERS:
SANCTIONS AND ASSENTS TO EVERY ABROGATION,
VARIATION, MODIFICATION, COMPROMISE OR
ARRANGEMENT IN RESPECT OF THE RIGHTS OF THE
NOTEHOLDERS APPERTAINING TO THE NOTES
AGAINST THE ISSUER, WHETHER OR NOT SUCH
RIGHTS ARISE UNDER THE NOTES OR THE TRUST
DEED, AND ASSENTS TO EVERY MODIFICATION,
VARIATION OR ABROGATION OF THE CONDITIONS
AND THE TRUST DEED INVOLVED IN OR RESULTING
FROM OR TO BE EFFECTED BY THE
IMPLEMENTATION OF THE PROPOSALS. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THE APPROVAL OF ANY
PROPOSALS EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF AN EXTRAORDINARY
RESOLUTION ON SUCH PROPOSALS THAT FOR ANY
REASON CAUSE THE EXTRAORDINARY RESOLUTION
NOT TO BE VALID OR BINDING ON THE HOLDERS.
DISCHARGES, INDEMNIFIES AND EXONERATES THE
TRUSTEE FROM ANY AND ALL LIABILITY FOR
WHICH IT MAY HAVE BECOME OR MAY BECOME
RESPONSIBLE UNDER THE TRUST DEED OR THE
NOTES IN RESPECT OF ANY ACT OR OMISSION IN
CONNECTION, THE MODIFICATIONS OF THE
CONDITIONS, THE IMPLEMENTATION OF THE
PROPOSALS. AUTHORISES, DIRECTS, REQUESTS
AND EMPOWERS THE TRUSTEE TO CONCUR,
APPROVE, EXECUTE AND DO ALL SUCH OTHER
DEEDS, INSTRUMENTS, ACTS AND THINGS AND
GIVE ALL SUCH DIRECTIONS AND CONSENTS UNDER
THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO THE PROPOSALS, INCLUDING
BY MAKING ANY APPROPRIATE MODIFICATIONS TO
THE CONDITIONS
CMMT 31 JAN 2023: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR RESOLUTION 1, ABSTAIN IS NOT A VOTING
OPTION ON THIS MEETING
CMMT 31 JAN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES TO MID
848236, PLEASE DO NOT VOTE AGAIN UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
OPNET S.P.A. Agenda Number: 717277772
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 19-Jun-2023
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL Non-Voting
OWNER DETAILS AS PROVIDED BY YOUR CUSTODIAN
BANK. IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT 24 MAY 2023: PLEASE NOTE IN THE EVENT THE Non-Voting
MEETING DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 21 JUN 2023.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
1 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO EXTEND THE FINAL MATURITY DATE BY UP TO
THREE YEARS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT (AS DEFINED
BELOW)
2 PROPOSAL TO CONSENT TO THE WAIVER OF Mgmt For For
CERTAIN FINANCIAL COVENANTS OF THE ISSUER
UNDER CONDITION XIII (FINANCIAL COVENANTS)
AND RELEVANT REMEDIES UPON OCCURRENCE OF
ANY BREACH THEREOF, AS WELL AS TO INSTRUCT
THE TRUSTEE TO WAIVE ANY ACTION OR REMEDY
AGAINST THE ISSUER IN CONNECTION THEREWITH,
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT
3 PROPOSAL TO CONSENT TO THE ONE-TIME WAIVER Mgmt For For
OF CERTAIN OTHER PROVISIONS OF THE
CONDITIONS AND RELEVANT REMEDIES UPON
OCCURRENCE OF ANY BREACH THEREOF OR OF
EVENTS SET FORTH THEREIN, AS WELL AS TO
INSTRUCT THE TRUSTEE TO WAIVE ANY ACTION OR
REMEDY AGAINST THE ISSUER IN CONNECTION
THEREWITH, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
4 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO INCLUDE, SUBJECT TO THE EXTENSION OF THE
FINAL MATURITY DATE, CERTAIN RESTRICTIONS
APPLICABLE TO THE ISSUER WITH RESPECT TO
THE EXTENSION OF THE DEFINITION OF
PERMITTED SECURITY AS WELL AS CERTAIN
OBLIGATIONS OF THE ISSUER IN CONNECTION
WITH (I) THE INCURRENCE BY THE ISSUER OF
FINANCIAL INDEBTEDNESS AND (II) ANTI-
CORRUPTION LAWS, ANTI-MONEY LAUNDERING LAWS
AND SANCTIONS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
5 SANCTIONS AND ASSENTS TO EVERY ABROGATION, Mgmt For For
VARIATION, MODIFICATION, COMPROMISE OR
ARRANGEMENT IN RESPECT OF THE RIGHTS OF THE
NOTEHOLDERS APPERTAINING TO THE NOTES
AGAINST THE ISSUER, WHETHER OR NOT SUCH
RIGHTS ARISE UNDER THE NOTES OR THE TRUST
DEED, AND ASSENTS TO EVERY MODIFICATION,
VARIATION OR ABROGATION OF THE CONDITIONS
AND THE TRUST DEED INVOLVED IN OR RESULTING
FROM OR TO BE EFFECTED BY THE
IMPLEMENTATION OF THE PROPOSALS. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THE APPROVAL OF ANY
PROPOSALS EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF AN EXTRAORDINARY
RESOLUTION ON SUCH PROPOSALS THAT FOR ANY
REASON CAUSE THE EXTRAORDINARY RESOLUTION
NOT TO BE VALID OR BINDING ON THE HOLDERS.
DISCHARGES, INDEMNIFIES AND EXONERATES THE
TRUSTEE FROM ANY AND ALL LIABILITY FOR
WHICH IT MAY HAVE BECOME OR MAY BECOME
RESPONSIBLE UNDER THE TRUST DEED OR THE
NOTES IN RESPECT OF ANY ACT OR OMISSION IN
CONNECTION, THE MODIFICATIONS OF THE
CONDITIONS, THE IMPLEMENTATION OF THE
PROPOSALS. AUTHORISES, DIRECTS, REQUESTS
AND EMPOWERS THE TRUSTEE TO CONCUR,
APPROVE, EXECUTE AND DO ALL SUCH OTHER
DEEDS, INSTRUMENTS, ACTS AND THINGS AND
GIVE ALL SUCH DIRECTIONS AND CONSENTS UNDER
THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO THE PROPOSALS, INCLUDING
BY MAKING ANY APPROPRIATE MODIFICATIONS TO
THE CONDITIONS
CMMT 06 JUN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION AND ADDITION
OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
CMMT 06 JUN 2023: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR ALL RESOLUTIONS, ABSTAIN IS NOT A
VOTING OPTION ON THIS MEETING
--------------------------------------------------------------------------------------------------------------------------
TALEN ENERGY SUPPLY LLC Agenda Number: 935731047
--------------------------------------------------------------------------------------------------------------------------
Security: 87422VAF5
Meeting Type: Consent
Meeting Date: 09-Dec-2022
Ticker:
ISIN: US87422VAF58
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. VOTE ON THE PLAN. SELECT "FOR" TO ACCEPT Mgmt For
THE PLAN SELECT "AGAINST" TO REJECT THE
PLAN. ABSTAIN IS NOT A VALID VOTING OPTION
AND WILL NOT COUNT.
2. OPT OUT OF THE THIRD-PARTY RELEASE. (FOR = Mgmt Abstain
OPT OUT, AGAINST OR ABSTAIN = DO NOT OPT
OUT).
--------------------------------------------------------------------------------------------------------------------------
TALEN ENERGY SUPPLY LLC Agenda Number: 935731047
--------------------------------------------------------------------------------------------------------------------------
Security: 87422VAJ7
Meeting Type: Consent
Meeting Date: 09-Dec-2022
Ticker:
ISIN: US87422VAJ70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. VOTE ON THE PLAN. SELECT "FOR" TO ACCEPT Mgmt For
THE PLAN SELECT "AGAINST" TO REJECT THE
PLAN. ABSTAIN IS NOT A VALID VOTING OPTION
AND WILL NOT COUNT.
2. OPT OUT OF THE THIRD-PARTY RELEASE. (FOR = Mgmt Abstain
OPT OUT, AGAINST OR ABSTAIN = DO NOT OPT
OUT).
| |
|
|
|
|
|
BERENSON ACQUISITION CORP. I
|
|
|
|
|
Meeting Date: 3/28/2023
|
|
|
|
|
Ticker: BACA
|
|
|
|
|
ISIN: US0836901076
|
|
|
|
| |
|
|
|
|
|
Prop #
|
Proposal
|
Proposal Type
|
Proposal Vote
|
For/Against Management
|
|
1)
|
The Charter Amendment Proposal: To amend the Company's amended and restated certificate of incorporation, in the form set forth as Annex A to the accompanying proxy statement (the "Charter Amendment"), to extend
the date by which the Company must consummate an initial business combination from March 30, 2023 to September 30, 2023 or such earlier date as determined by the Company's board of directors (the "Charter Amendment Proposal").
|
Mgmt
|
For
|
For
|
|
2)
|
The Trust Amendment Proposal - To amend the Investment Management Trust Agreement, dated as of September 27, 2021, by and between the Company and Continental Stock Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy statement, to provide for the Extension to the Extended Date pursuant to the Charter Amendment (the "Trust Amendment Proposal").
|
Mgmt
|
For
|
For
|
|
3)
|
The Adjournment Proposal - To direct the chairman of the special meeting to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the
tabulated vote at the time of the special meeting, there are not sufficient votes to approve one or more of the foregoing proposals or the Board determines before the special meeting that it is not necessary or no longer desirable to
proceed with the Charter Amendment Proposal and the Trust Amendment Proposal.
|
Mgmt
|
For
|
For
|
Riverpark Strategic Income Fund
--------------------------------------------------------------------------------------------------------------------------
OPNET S.P.A. Agenda Number: 717277772
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV52579
Meeting Type: BOND
Meeting Date: 19-Jun-2023
Ticker:
ISIN: XS2039742569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING MUST BE LODGED WITH BENEFICIAL Non-Voting
OWNER DETAILS AS PROVIDED BY YOUR CUSTODIAN
BANK. IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED.
CMMT PLEASE NOTE THAT THERE IS A MINIMUM TO Non-Voting
VOTE: 100000 AND MULTIPLE: 1000
CMMT 24 MAY 2023: PLEASE NOTE IN THE EVENT THE Non-Voting
MEETING DOES NOT REACH QUORUM, THERE WILL
BE A SECOND CALL ON 21 JUN 2023.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. THANK YOU.
1 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO EXTEND THE FINAL MATURITY DATE BY UP TO
THREE YEARS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT (AS DEFINED
BELOW)
2 PROPOSAL TO CONSENT TO THE WAIVER OF Mgmt For For
CERTAIN FINANCIAL COVENANTS OF THE ISSUER
UNDER CONDITION XIII (FINANCIAL COVENANTS)
AND RELEVANT REMEDIES UPON OCCURRENCE OF
ANY BREACH THEREOF, AS WELL AS TO INSTRUCT
THE TRUSTEE TO WAIVE ANY ACTION OR REMEDY
AGAINST THE ISSUER IN CONNECTION THEREWITH,
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT
3 PROPOSAL TO CONSENT TO THE ONE-TIME WAIVER Mgmt For For
OF CERTAIN OTHER PROVISIONS OF THE
CONDITIONS AND RELEVANT REMEDIES UPON
OCCURRENCE OF ANY BREACH THEREOF OR OF
EVENTS SET FORTH THEREIN, AS WELL AS TO
INSTRUCT THE TRUSTEE TO WAIVE ANY ACTION OR
REMEDY AGAINST THE ISSUER IN CONNECTION
THEREWITH, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
4 PROPOSAL TO AMEND THE CONDITIONS IN ORDER Mgmt For For
TO INCLUDE, SUBJECT TO THE EXTENSION OF THE
FINAL MATURITY DATE, CERTAIN RESTRICTIONS
APPLICABLE TO THE ISSUER WITH RESPECT TO
THE EXTENSION OF THE DEFINITION OF
PERMITTED SECURITY AS WELL AS CERTAIN
OBLIGATIONS OF THE ISSUER IN CONNECTION
WITH (I) THE INCURRENCE BY THE ISSUER OF
FINANCIAL INDEBTEDNESS AND (II) ANTI-
CORRUPTION LAWS, ANTI-MONEY LAUNDERING LAWS
AND SANCTIONS, AS FURTHER DETAILED IN THE
CONSENT SOLICITATION DOCUMENT
5 SANCTIONS AND ASSENTS TO EVERY ABROGATION, Mgmt For For
VARIATION, MODIFICATION, COMPROMISE OR
ARRANGEMENT IN RESPECT OF THE RIGHTS OF THE
NOTEHOLDERS APPERTAINING TO THE NOTES
AGAINST THE ISSUER, WHETHER OR NOT SUCH
RIGHTS ARISE UNDER THE NOTES OR THE TRUST
DEED, AND ASSENTS TO EVERY MODIFICATION,
VARIATION OR ABROGATION OF THE CONDITIONS
AND THE TRUST DEED INVOLVED IN OR RESULTING
FROM OR TO BE EFFECTED BY THE
IMPLEMENTATION OF THE PROPOSALS. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE SHALL HAVE NO
LIABILITY FOR ACTING ON THE APPROVAL OF ANY
PROPOSALS EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A DEFECT
IN THE PASSING OF AN EXTRAORDINARY
RESOLUTION ON SUCH PROPOSALS THAT FOR ANY
REASON CAUSE THE EXTRAORDINARY RESOLUTION
NOT TO BE VALID OR BINDING ON THE HOLDERS.
DISCHARGES, INDEMNIFIES AND EXONERATES THE
TRUSTEE FROM ANY AND ALL LIABILITY FOR
WHICH IT MAY HAVE BECOME OR MAY BECOME
RESPONSIBLE UNDER THE TRUST DEED OR THE
NOTES IN RESPECT OF ANY ACT OR OMISSION IN
CONNECTION, THE MODIFICATIONS OF THE
CONDITIONS, THE IMPLEMENTATION OF THE
PROPOSALS. AUTHORISES, DIRECTS, REQUESTS
AND EMPOWERS THE TRUSTEE TO CONCUR,
APPROVE, EXECUTE AND DO ALL SUCH OTHER
DEEDS, INSTRUMENTS, ACTS AND THINGS AND
GIVE ALL SUCH DIRECTIONS AND CONSENTS UNDER
THE TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR EXPEDIENT IN THE
SOLE OPINION OF THE TRUSTEE TO CARRY OUT
AND GIVE EFFECT TO THE PROPOSALS, INCLUDING
BY MAKING ANY APPROPRIATE MODIFICATIONS TO
THE CONDITIONS
CMMT 06 JUN 2023: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION AND ADDITION
OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
CMMT 06 JUN 2023: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ALLOWED TO VOTE 'IN FAVOR' OR 'AGAINST'
FOR ALL RESOLUTIONS, ABSTAIN IS NOT A
VOTING OPTION ON THIS MEETING
|
BERENSON ACQUISITION CORP. I
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Meeting Date: 3/28/2023
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Ticker: BACA
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ISIN: US0836901076
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Prop #
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Proposal
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Proposal Type
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Proposal Vote
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For/Against Management
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1)
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The Charter Amendment Proposal: To amend the Company's amended and restated certificate of incorporation, in the form set forth as Annex A to the accompanying proxy statement (the "Charter Amendment"), to extend
the date by which the Company must consummate an initial business combination from March 30, 2023 to September 30, 2023 or such earlier date as determined by the Company's board of directors (the "Charter Amendment Proposal").
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Mgmt
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For
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For
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2)
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The Trust Amendment Proposal - To amend the Investment Management Trust Agreement, dated as of September 27, 2021, by and between the Company and Continental Stock Transfer & Trust Company, in the form set
forth as Annex B to the accompanying proxy statement, to provide for the Extension to the Extended Date pursuant to the Charter Amendment (the "Trust Amendment Proposal").
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Mgmt
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For
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For
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3)
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The Adjournment Proposal - To direct the chairman of the special meeting to adjourn the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the
tabulated vote at the time of the special meeting, there are not sufficient votes to approve one or more of the foregoing proposals or the Board determines before the special meeting that it is not necessary or no longer desirable to
proceed with the Charter Amendment Proposal and the Trust Amendment Proposal.
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Mgmt
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For
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For
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PROSOMNUS, INC.
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Meeting Date: 5/25/2023
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Ticker: OSA
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CUSIP: 50535E108
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Prop #
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Proposal
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Proposal Type
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Proposal Vote
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For/Against Management
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1a)
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To elect Class A director to serve until the 2026 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified: Leonard Hedge
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Mgmt
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For
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For
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1b)
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To elect Class A director to serve until the 2026 Annual Meeting of Stockholders and until their respective successors have been duly elected and qualified: Steven Pacelli
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Mgmt
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For
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For
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2)
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To approve the ProSomnus, Inc. 2023 Employee Stock Purchase Program.
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Mgmt
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For
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For
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3)
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To consider and vote upon a proposal to approve, for the purposes of complying with Nasdaq Listing Rule 5635{b), the change of control that could result in connection with the issuance of shares underlying our
existing Convertible Notes.
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Mgmt
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For
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For
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4)
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To ratify the appointment of Marcum LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023.
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Mgmt
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For
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For
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REVELSTONE CAPITAL ACQUISITION CORP.
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Meeting Date: 6/14/2023
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Ticker: RCAC
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CUSIP: 76137R106
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Prop #
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Proposal
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Proposal Type
|
Proposal Vote
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For/Against Management
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1)
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EXTEND THE DATE BY WHICH REVELSTONE CAPITAL HAS TO CONSUMMATE A BUSINESS COMBINATION UP TO SIX TIMES, EACH SUCH EXTENSION FOR AN ADDITIONAL ONE MONTH PERIOD, FROM JUNE 21, 2023 TO DECEMBER 21, 2023; AND (b) TO
CHANGE SECTION 9.2 (A) OF THE CHARTER TO REMOVE THE NET TANGIBLE ASSET REQUIREMENT SO THAT THE COMPANY IS NOT REQUIRED TO HAVE NET TANGIBLE ASSETS OF AT LEAST $5,000,001 TO CONSUMMATE A BUSINESS COMBINATION
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Mgmt
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For
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For
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2)
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APPROVAL OF AN AMENDMENT TO THE COMPANY'S INVESTMENT MANAGEMENT TRUST AGREEMENT, DATED AS OF DECEMBER 16, 2021, BY AND BETWEEN THE COMPANY AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY, ALLOWING THE COMPANY
TO EXTEND THE COMBINATION PERIOD SIX TIMES FOR AN ADDITIONAL ONE-MONTH PERIOD EACH TIME, FROM JUNE 21, 2023 UP TO DECEMBER 21, 2023 BY DEPOSITING INTO THE TRUST ACCOUNT $90,000 FOR EACH ONE-MONTH EXTENSION.
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Mgmt
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For
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For
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3)
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APPROVAL TO DIRECT THE CHAIRMAN OF THE SPECIAL MEETING TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF, BASED UPON THE TABULATED VOTE AT
THE TIME OF THE MEETING, THERE ARE NOT SUFFICIENT VOTES TO APPROVE THE PROPOSAL l AND 2.
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Mgmt
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For
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For
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ATLAS CREST INVESTMENT CORP. II
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Security:
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049287105
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Agenda Number:
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935736263
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Ticker:
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ACII
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Meeting Type:
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Special
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ISIN:
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US0492871050
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Meeting Date:
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12/1/2022
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
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1.
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Redemption Limit Elimination Proposal - To
amend the Company's amended and restated
certificate of incorporation (the "Certificate of
Incorporation") to eliminate the requirement
that the Company retain at least $5,000,001
of net tangible assets following the
redemption of the Company's Class A
common stock, par value $0.0001 per share,
in connection with a Business Combination
(as defined in the Certificate of Incorporation)
and certain amendments of the Certificate
...(due to space limits, see proxy material for
full proposal).
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Mgmt
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Against
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Against
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2.
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Early Termination Proposal - To amend the
Certificate of Incorporation to change the date
by which the Company must consummate a
Business Combination from February 8, 2023
(the "Original Termination Date") to such other
date as shall be determined by the board of
directors of the Company and publicly
announced by the Company, provided that
such other date shall be no sooner than the
date of the effectiveness of the amendment to
the Certificate of Incorporation pursuant to the
General ...(due to space limits, see proxy
material for full proposal).
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Mgmt
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Against
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Against
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3.
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Early Termination Trust Amendment Proposal
- To amend the Investment Management Trust
Agreement, dated February 3, 2021 (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Trust Company, a New York corporation, as
trustee ("Continental") to change the date on
which Continental must commence liquidation
of the trust account established in connection with the Company's initial public offering from
the Original Termination Date to the Early
...(due to space limits, see proxy material for
full proposal).
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Mgmt
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Against
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Against
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4.
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Adjournment Proposal - To adjourn the
Stockholder Meeting to a later date or dates,
if necessary, to permit further solicitation and
vote of proxies if, based upon the tabulated
vote at the time of the Stockholder Meeting,
there are insufficient shares of common stock,
par value $0.0001 per share, represented
(either in person or by proxy) to constitute a
quorum necessary to conduct business at the
Stockholder Meeting or at the time of the
Stockholder Meeting to approve the ...(due to
space limits, see proxy material for full
proposal).
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Mgmt
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Against
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Against
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BGP ACQUISITION CORP
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Security:
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08862W109
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Agenda Number:
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716149566
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Ticker:
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Meeting Type:
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SGM
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ISIN:
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CA08862W1095
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Meeting Date:
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10/28/2022
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
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CMMT
|
PLEASE NOTE THAT SHAREHOLDERS
ARE ALLOWED TO VOTE 'IN FAVOR' OR
'AGAINST' FOR RESOLUTION 1, ABSTAIN
IS NOT A VOTING OPTION ON THIS
MEETING
|
Non-Voting
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1
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TO APPROVE AN ORDINARY RESOLUTION
APPROVING THE EXTENSION OF BGP
ACQUISITION CORP.'S PERMITTED
TIMELINE AS MORE PARTICULARLY
DESCRIBED IN THE ACCOMPANYING
MANAGEMENT INFORMATION CIRCULAR
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Mgmt
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Against
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Against
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BIOTE CORP.
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Security:
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090683103
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Agenda Number:
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935835667
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Ticker:
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BTMD
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Meeting Type:
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Annual
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ISIN:
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US0906831039
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Meeting Date:
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5/17/2023
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
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1.1
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Election of Class I Director to serve until our
2026 Annual Meeting: Andrew R. Heyer
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Mgmt
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For
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For
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1.2
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Election of Class I Director to serve until our
2026 Annual Meeting: Dana Jacoby
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Mgmt
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For
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For
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2.
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To ratify the appointment of Deloitte & Touche
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
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Mgmt
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For
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For
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BRIGHT LIGHTS ACQUISITION CORP
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Security:
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10920K101
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Agenda Number:
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935730968
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Ticker:
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BLTS
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Meeting Type:
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Special
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ISIN:
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US10920K1016
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Meeting Date:
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12/12/2022
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
|
|
1.
|
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The Amendment Proposal - To amend Bright
Lights Acquisition Corp.'s (the "Company")
Amended and Restated Certificate of
Incorporation (the "Charter") in the form set
forth in Annex A of the accompanying proxy
statement.
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Mgmt
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Against
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Against
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2.
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The Adjournment Proposal - To approve the
adjournment of the Special Meeting from time
to time to solicit additional proxies in favor of
the Amendment Proposal or if otherwise
determined by the chairperson of the Special
Meeting to be necessary or appropriate.
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Mgmt
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Against
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Against
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CARNEY TECHNOLOGY ACQUISITION CORP. II
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Security:
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143636108
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Agenda Number:
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935742987
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Ticker:
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CTAQ
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Meeting Type:
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Special
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ISIN:
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US1436361083
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Meeting Date:
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12/14/2022
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
|
|
1.
|
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Extension Amendment Proposal: 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 December 14, 2022 to
June 14, 2023 (or such earlier date as
determined by the Board).
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Mgmt
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Against
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Against
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2a.
|
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Election of Class I Director to serve until the
annual meeting to be held in 2025: Carol
Goode
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Mgmt
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Withheld
|
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Against
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2b.
|
|
Election of Class I Director to serve until the
annual meeting to be held in 2025: Lieutenant
General (Ret.) Robert Ferrell
|
Mgmt
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Withheld
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Against
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3.
|
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Adjournment Proposal: Adjourn the Meeting
to a later date or dates, if necessary, to permit
further solicitation and vote of proxies in the
event that there are insufficient votes for, or
otherwise in connection with, the approval of
Proposal 1 or Proposal 2.
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Mgmt
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Against
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Against
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| |
CLIMATE REAL IMPACT SOL II ACQ CORP
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Security:
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187171103
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Agenda Number:
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935737784
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Ticker:
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CLIM
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Meeting Type:
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Special
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ISIN:
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US1871711032
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Meeting Date:
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12/8/2022
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|
Prop. #
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|
Proposal
|
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|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1.
|
|
The Charter Amendment Proposal - to
approve the adoption of an amendment (the
"Amendment") to the Company's Amended
and Restated Certificate of Incorporation (the
"Charter") as set forth in Annex A of the
accompanying proxy statement to, among
other things, change the date (which we refer
to as the "Original Termination Date") by
which the Company must either (i)
consummate a merger, capital stock
exchange, asset acquisition, stock purchase,
reorganization or similar business ...(due to
space limits, see proxy material for full
proposal).
|
Mgmt
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Against
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Against
|
|
|
2.
|
|
The Trust Amendment Proposal - to approve
an amendment to the Investment
Management Trust Agreement, dated January
26, 2021 (the "Trust Agreement"), by and
between the Company and Continental Stock
Transfer & Trust Company, as trustee
("Continental"), pursuant to an amendment to
the Trust Agreement in the form set forth in
Annex B of the proxy statement (the "Trust
Amendment") to change the date on which
Continental must commence liquidation of the
trust account established in ...(due to space
limits, see proxy material for full proposal).
|
Mgmt
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Against
|
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Against
|
|
|
3.
|
|
The Adjournment Proposal - to approve the
adjournment of the Special Meeting from time
to time to solicit additional proxies in favor of
the Charter Amendment Proposal or the Trust
Amendment Proposal or if otherwise
determined by the chairperson of the Special
Meeting to be necessary or appropriate (the
"Adjournment Proposal").
|
Mgmt
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Against
|
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Against
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| |
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| |
CTO REALTY GROWTH, INC.
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Security:
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22948Q101
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Agenda Number:
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935864555
|
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| |
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Ticker:
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CTO
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Meeting Type:
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Annual
|
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| |
|
|
ISIN:
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US22948Q1013
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|
|
|
|
|
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Meeting Date:
|
6/21/2023
|
|
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|
Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
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1.1
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Election of Director: John P. Albright
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Mgmt
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For
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For
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1.2
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Election of Director: George R. Brokaw
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Mgmt
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For
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For
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1.3
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Election of Director: Christopher J. Drew
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Mgmt
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For
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For
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1.4
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Election of Director: Laura M. Franklin
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Mgmt
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For
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For
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1.5
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Election of Director: R. Blakeslee Gable
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Mgmt
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For
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For
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1.6
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Election of Director: Christopher R. Haga
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Mgmt
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For
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For
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2.
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Ratify the appointment of Grant Thornton LLP
as our independent registered public
accounting firm for fiscal year 2023.
|
Mgmt
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For
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For
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3.
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Hold an advisory vote to approve executive
compensation.
|
Mgmt
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For
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For
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4.
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Hold an advisory vote on the frequency of the
advisory vote to approve executive
compensation.
|
Mgmt
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1 Year
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For
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5.
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Approve the CTO Realty Growth, Inc. Fifth
Amended and Restated 2010 Equity Incentive
Plan, replacing the Company's Fourth
Amended and Restated 2010 Equity Incentive
Plan.
|
Mgmt
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For
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For
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| |
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| |
DHB CAPITAL CORP.
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| |
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Security:
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23291W109
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Agenda Number:
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935738510
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| |
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Ticker:
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DHBC
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Meeting Type:
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Special
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| |
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ISIN:
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US23291W1099
|
|
|
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Meeting Date:
|
12/8/2022
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|
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|
|
Prop. #
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|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
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For/Against Management's Recommendation
|
|
1.
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To approve the adoption of an amendment to
the Company's Charter as set forth in Annex
A of the accompanying proxy statement to
change the date by which the company must
either (i) consummate a business combination
or (ii) cease all operations, except for winding
up and redeeming shares, from March 4,
2023 to such date as shall be determined by
the Board, but no later than December 30,
2022.
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Mgmt
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Against
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Against
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2.
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To approve the adoption of an amendment to
the Investment Management Trust
Agreement, dated March 1, 2021, by and
between the Company and Continental Stock
Transfer & Trust Company, as trustee, as set
forth in Annex B of the accompanying proxy
statement, to change the date on which
Continental must commence liquidation of the
trust account from March 4, 2023 to such date
as shall be determined by the Board, but no
later than December 30, 2022.
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Mgmt
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Against
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Against
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3.
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To approve the adjournment of the Special
Meeting from time to time, if necessary, to
solicit additional proxies in favor of Proposal
No. 1 and/or Proposal No. 2 or if otherwise
determined by the chairperson of the Special
Meeting to be necessary or appropriate.
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Mgmt
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Against
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Against
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| |
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| |
GARRETT MOTION INC.
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Security:
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366505204
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Agenda Number:
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935817861
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| |
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Ticker:
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GTXAP
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Meeting Type:
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Annual
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| |
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ISIN:
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US3665052045
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|
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Meeting Date:
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5/24/2023
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|
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Prop. #
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Proposal
|
|
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|
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
|
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1a.
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Election of Director: Daniel Ninivaggi
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Mgmt
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For
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For
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1b.
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Election of Director: Olivier Rabiller
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Mgmt
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For
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For
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1c.
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Election of Director: Kevin Mahony
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Mgmt
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For
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For
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1d.
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Election of Director: D'aun Norman
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Mgmt
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For
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For
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1e.
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Election of Director: John Petry
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Mgmt
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For
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For
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1f.
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Election of Director: Tina Pierce
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Mgmt
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For
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For
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1g.
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Election of Director: Robert Shanks
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Mgmt
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For
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For
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1h.
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Election of Director: Julia Steyn
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Mgmt
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For
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For
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1i.
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Election of Director: Steven Tesoriere
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Mgmt
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For
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For
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2.
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The ratification of the appointment of Deloitte
SA as the Company's independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
|
Mgmt
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For
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For
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3.
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The approval, on an advisory (non-binding)
basis, of the compensation of the Company's
named executive officers as disclosed in the
Proxy Statement.
|
Mgmt
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For
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For
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| |
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| |
INTERCURE LTD.
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| |
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Security:
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M549GJ111
|
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Agenda Number:
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935703214
|
|
| |
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Ticker:
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INCR
|
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Meeting Type:
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Annual and Special
|
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| |
|
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ISIN:
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IL0011063760
|
|
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Meeting Date:
|
9/15/2022
|
|
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|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1A
|
|
Election of Directors. To reelect members of
the board of directors of the Company (the
"Board") - Ehud Barak
|
Mgmt
|
|
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For
|
|
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For
|
|
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|
1B
|
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Election of Directors. To reelect members of
the Board - Alexander Rabinovitch
|
Mgmt
|
|
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For
|
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For
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|
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|
1C
|
|
Election of Directors. To reelect members of
the Board - David Salton
|
Mgmt
|
|
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For
|
|
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For
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1D
|
|
Election of Directors. To reelect members of
the Board - Alon Granot
|
Mgmt
|
|
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For
|
|
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For
|
|
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|
2A
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|
Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of Ehud Barak's re-election
other than a personal interest unrelated to
relationships with a controlling shareholder of
the Company? Please note: If you do not
mark either Yes or No, your shares will not be
voted for this proposal.
|
Mgmt
|
|
|
For
|
|
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2B
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Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of Alexander Rabinovitch's re-
election other than a personal interest
unrelated to relationships with a controlling
shareholder of the Company? Please note: If
you do not mark either Yes or No, your shares
will not be voted for this proposal.
|
Mgmt
|
|
|
For
|
|
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|
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2C
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|
Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of David Salton's re-election
other than a personal interest unrelated to
relationships with a controlling shareholder of
the Company? Please note: If you do not
mark either Yes or No, your shares will not be
voted for this proposal.
|
Mgmt
|
|
|
For
|
|
|
|
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2D
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Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of Alon Granot's re-election
other than a personal interest unrelated to
relationships with a controlling shareholder of
the Company? Please note: If you do not
mark either Yes or No, your shares will not be
voted for this proposal.
|
Mgmt
|
|
|
For
|
|
|
|
|
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|
3
|
|
To consider and, if deemed appropriate, to
pass, with or without variation, an ordinary
resolution to affirm, ratify and approve the
adoption of the Company's Israeli Option Plan
(the "Option Plan Resolution").
|
Mgmt
|
|
|
For
|
|
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For
|
|
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|
4
|
|
Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of the Option Plan Resolution
other than a personal interest unrelated to
relationships with a controlling shareholder of
the Company? Please note: If you do not
mark either Yes or No, your shares will not be
voted for this proposal.
|
Mgmt
|
|
|
For
|
|
|
|
|
|
|
5
|
|
To consider and, if deemed appropriate, to
pass, with or without variation, an ordinary
resolution to affirm, ratify and approve the
extension of the exercise period of options
granted to the Chairman of the Board for a
period of three (3) years so that they may be
exercised at any time until December 31,
2026 (the "Extension Resolution").
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
6
|
|
Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of the Extension Resolution
other than a personal interest unrelated to
relationships with a controlling shareholder of
the Company? Please note: If you do not
mark either Yes or No, your shares will not be
voted for this proposal.
|
Mgmt
|
|
|
For
|
|
|
|
|
|
|
7
|
|
To consider and, if deemed appropriate, to
pass, with or without variation, an ordinary
resolution to affirm, ratify and approve the
options granted on August 31, 2021 (the
"August Option Grant Resolution").
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
8
|
|
Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of the August Option Grant
Resolution other than a personal interest
unrelated to relationships with a controlling
shareholder of the Company? Please note: If
you do not mark either Yes or No, your shares
will not be voted for this proposal.
|
Mgmt
|
|
|
For
|
|
|
|
|
|
|
9
|
|
To consider and, if deemed appropriate, to
pass, with or without variation, an ordinary
resolution to affirm, ratify and approve the
options granted to the Chief Executive Officer
of the Company on June 21, 2022 (the "CEO
Option Grant Resolution").
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
10
|
|
Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of the CEO Option Grant
Resolution other than a personal interest
unrelated to relationships with a controlling
shareholder of the Company? Please note: If
you do not mark either Yes or No, your shares
will not be voted for this proposal.
|
Mgmt
|
|
|
For
|
|
|
|
|
|
|
11
|
|
To consider and, if deemed appropriate, to
pass, with or without variation, an ordinary
resolution to affirm, ratify and approve the
compensation increase for the Chief
Executive Officer of the Company (the "CEO
Compensation Resolution").
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
12
|
|
Are you a controlling shareholder of the
Company, or do you have a personal interest
in the approval of the CEO Compensation
Resolution other than a personal interest
unrelated to relationships with a controlling
shareholder of the Company? Please note: If
you do not mark either Yes or No, your shares
will not be voted for this proposal.
|
Mgmt
|
|
|
For
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
ISLEWORTH HEALTHCARE ACQUISITION CORP.
|
|
|
|
|
|
|
|
| |
|
Security:
|
46468P102
|
|
|
|
|
|
|
Agenda Number:
|
935698590
|
|
| |
|
|
Ticker:
|
ISLE
|
|
|
|
|
|
|
|
Meeting Type:
|
Special
|
|
|
| |
|
|
ISIN:
|
US46468P1021
|
|
|
|
|
|
|
Meeting Date:
|
8/26/2022
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1.
|
|
Extension Amendment Proposal: A proposal
to amend the Company's amended & restated
certificate of incorporation to extend for an
initial period from 9/1/22 to 12/1/22, and for
up to three additional months at the election
of the Company, ultimately until as late as
3/1/23 (the "Extended Date"), the date by
which the Company must consummate a
business combination or, if it fails to do so,
cease its operations & redeem or repurchase
100% of shares of the Company's common
stock issued in the Company's initial public
offering.
|
Mgmt
|
|
|
Against
|
|
Against
|
|
|
2.
|
|
Trust Amendment Proposal: A proposal to
amend the Investment Management Trust
Agreement, dated February 24, 2021, (the
"Trust Agreement"), by and between the
Company and Continental Stock Transfer &
Company (the "Trustee"), pursuant to an
amendment to the Trust Agreement in the
form set forth in Annex B of the
accompanying proxy statement, to authorize
the Extension and its implementation by the
Company.
|
Mgmt
|
|
|
Against
|
|
Against
|
|
|
3.
|
|
Adjournment Proposal: A proposal to approve
the adjournment of the Special Meeting to a
later date or dates, if necessary, to permit
further solicitation and vote of proxies in the
event that there are insufficient votes for, or
otherwise in connection with, the approval of
the forgoing proposals. This proposal will only be presented at the Special Meeting if there
are not sufficient votes to approve the
Extension Amendment Proposal.
|
Mgmt
|
|
|
Against
|
|
Against
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
KORE GROUP HOLDINGS, INC.
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Security:
|
50066V107
|
|
|
|
|
|
|
Agenda Number:
|
935853538
|
|
| |
|
|
Ticker:
|
KORE
|
|
|
|
|
|
|
|
Meeting Type:
|
Annual
|
|
|
| |
|
|
ISIN:
|
US50066V1070
|
|
|
|
|
|
|
Meeting Date:
|
6/15/2023
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1a.
|
|
Election of Director to serve until the 2026
Annual Meeting of Stockholders: Michael K.
Palmer
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
1b.
|
|
Election of Director to serve until the 2026
Annual Meeting of Stockholders: Mark
Neporent
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
1c.
|
|
Election of Director to serve until the 2026
Annual Meeting of Stockholders: H. Paulett
Eberhart
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
2.
|
|
The ratification of the appointment of BDO
USA, LLP as our independent registered
public accounting firm for the fiscal year
ending December 31, 2023.
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
LINKEM S.P.A.
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Security:
|
ADPV52579
|
|
|
|
|
|
Agenda Number:
|
715681347
|
|
| |
|
|
Ticker:
|
|
|
|
|
|
|
|
|
|
|
Meeting Type:
|
BOND
|
|
|
| |
|
|
ISIN:
|
XS2039742569
|
|
|
|
|
|
|
Meeting Date:
|
7/7/2022
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
CMMT
|
PLEASE NOTE THAT THERE IS A MINIMUM
TO VOTE: 100000 AND MULTIPLE: 1000
|
Non-Voting
|
|
|
|
|
|
|
|
CMMT
|
PLEASE NOTE IN THE EVENT THE
MEETING DOES NOT REACH QUORUM,
THERE WILL BE A SECOND CALL ON 27
JUNE 2022 (AND A THIRD CALL ON 07
JULY 2022). CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN
VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. PLEASE BE ALSO
ADVISED THAT YOUR SHARES WILL BE
BLOCKED UNTIL THE QUORUM IS MET OR
THE MEETING IS CANCELLED. THANK
YOU
|
Non-Voting
|
|
|
|
|
|
|
|
1
|
|
(A) FIRST PROPOSAL - CONTRIBUTION OF
THE RETAIL BUSINESS UNIT CONSENTS
TO THE COMPLETION OF THE
CONTRIBUTION OF THE RETAIL
BUSINESS UNIT AND WAIVES CONDITION
14.8 (DISPOSAL). (B) SECOND PROPOSAL
- RELEASE OF THE PLEDGE OVER
TRADEMARKS CONSENTS TO: (I) THE
CONTRIBUTION TO LINKEM RETAIL OF
ALL THE TRADEMARKS OF THE ISSUER
CURRENTLY PLEDGED FOR THE BENEFIT
OF THE NOTEHOLDERS PURSUANT TO
THE DEED OF PLEDGE OVER INDUSTRIAL
PROPERTY RIGHTS (THE "RELEASED
TRADEMARKS"); AND (II) WAIVING
CONDITION 3.2 (SECURITY OF THE
NOTES) OF THE CONDITIONS IN ORDER
TO ALLOW THE ISSUER TO RELEASE THE
PLEDGE OVER THE RELEASED
TRADEMARKS AND TO TERMINATE THE DEED OF PLEDGE OVER INDUSTRIAL
PROPERTY RIGHTS. (C) THIRD
PROPOSAL - MERGER CONSENTS TO
THE MERGER AND WAIVES CONDITION
14.9 (MERGER). (D) FOURTH PROPOSAL -
AMENDMENTS TO THE CONDITIONS
CONSENTS NOT TO CONSIDER TISCALI
AND ANY SUBSIDIARY OF TISCALI (EACH,
A "TISCALI GROUP COMPANY") AS A
"SUBSIDIARY" OR A "MATERIAL
SUBSIDIARY" OF THE ISSUER PURSUANT
TO THE CONDITIONS AND ASSENTS TO
AND SANCTIONS THE MODIFICATION OF
THE TERMS AND CONDITIONS OF THE
NOTES, INCLUDING A NUMBER OF
AMENDMENTS TO THE CONDITIONS IN
ORDER TO REFLECT WHAT CONDITIONS
WOULD INSTEAD CONTINUE TO BE
APPLICABLE TO TISCALI AND EACH
OTHER TISCALI GROUP COMPANY, IT
BEING UNDERSTOOD THAT,
NOTWITHSTANDING SUCH PROPOSED
AMENDMENTS: (I) CONDITION 3.2(B)
(SECURITY OF THE NOTES) WOULD
APPLY TO TISCALI AND, THEREFORE,
SUBJECT TO COMPLETION OF THE
MERGER, THE ISSUER WOULD GRANT TO
THE SECURED PARTIES A PLEDGE OVER
100% OF THE TISCALI SHARES SO THAT
THE TISCALI SHARES WOULD FORM
PART OF THE TRANSACTION SECURITY
AND THE RELEVANT DEED OF PLEDGE A
SECURITY DOCUMENT; AND (II) THE
DEFINITION OF "ADJUSTED NET
LEVERAGE RATIO", "NET FINANCIAL
INDEBTEDNESS" AND "ADJUSTED
EBITDA" FOR THE PURPOSE OF
CALCULATING, ON A CONSOLIDATED
BASIS, (X) ANY VARIATION OF THE
ADJUSTED MARGIN PURSUANT TO
CONDITION 5.1(E) (INTEREST) AND (Y)
THE FINANCIAL COVENANTS SET FORTH
IN CONDITION XIII (FINANCIAL
COVENANTS), WOULD TAKE INTO
ACCOUNT THE RELEVANT FINANCIAL
DATA OF THE TISCALI GROUP
COMPANIES. THE AMENDED AND
RESTATED CONDITIONS THAT WOULD
GOVERN THE NOTES FOLLOWING THE
APPROVAL OF THE PROPOSALS BY THE
MEETING WILL ALSO BE AVAILABLE TO
THE NOTEHOLDERS UPON WRITTEN
REQUEST TO THE TABULATION AGENT AND/OR THE ISSUER. (E) FIFTH
PROPOSAL - GENERAL MATTERS
SANCTIONS AND ASSENTS TO EVERY
ABROGATION, VARIATION, MODIFICATION,
COMPROMISE OR ARRANGEMENT IN
RESPECT OF THE RIGHTS OF THE
NOTEHOLDERS APPERTAINING TO THE
NOTES AGAINST THE ISSUER, WHETHER
OR NOT SUCH RIGHTS ARISE UNDER THE
NOTES OR THE TRUST DEED, AND
ASSENTS TO EVERY MODIFICATION,
VARIATION OR ABROGATION OF THE
CONDITIONS AND THE TRUST DEED
INVOLVED IN OR RESULTING FROM OR
TO BE EFFECTED BY THE
IMPLEMENTATION OF THE PROPOSALS
AND THIS EXTRAORDINARY
RESOLUTION. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE
SHALL HAVE NO LIABILITY FOR ACTING
ON THIS EXTRAORDINARY RESOLUTION
EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A
DEFECT IN THE PASSING OF THIS
EXTRAORDINARY RESOLUTION OR THAT
FOR ANY REASON THIS EXTRAORDINARY
RESOLUTION IS NOT VALID OR BINDING
ON THE HOLDERS. DISCHARGES,
INDEMNIFIES AND EXONERATES THE
TRUSTEE FROM ANY AND ALL LIABILITY
FOR WHICH IT MAY HAVE BECOME OR
MAY BECOME RESPONSIBLE UNDER THE
TRUST DEED OR THE NOTES IN RESPECT
OF ANY ACT OR OMISSION IN
CONNECTION, THE MODIFICATIONS OF
THE CONDITIONS, THE IMPLEMENTATION
OF THE PROPOSALS AND THIS
EXTRAORDINARY RESOLUTION.
AUTHORISES, DIRECTS, REQUESTS AND
EMPOWERS THE TRUSTEE TO CONCUR,
APPROVE, EXECUTE AND DO ALL SUCH
OTHER DEEDS, INSTRUMENTS, ACTS
AND THINGS AND GIVE ALL SUCH
DIRECTIONS AND CONSENTS UNDER THE
TRUST DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR
EXPEDIENT IN THE SOLE OPINION OF
THE TRUSTEE TO CARRY OUT AND GIVE
EFFECT TO - INCLUDING BY IMPLEMENTING ANY MODIFICATIONS TO
THE CONDITIONS - THIS
EXTRAORDINARY RESOLUTION
|
Mgmt
|
|
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For
|
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For
|
|
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|
CMMT
|
28 JUN 2022: PLEASE NOTE THAT THIS IS
A REVISION DUE TO POSTPONEMENT OF
THE MEETING DATE FROM 20 JUN 2022
TO 07 JUL 2022 AND ADDITION OF
COMMENT. IF YOU HAVE ALREADY SENT
IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK
YOU
|
Non-Voting
|
|
|
|
|
|
|
|
CMMT
|
28 JUN 2022: PLEASE NOTE THAT
SHAREHOLDERS ARE ALLOWED TO VOTE
'IN FAVOR' OR 'AGAINST' FOR
RESOLUTION 1, ABSTAIN IS NOT A
VOTING OPTION ON THIS MEETING
|
Non-Voting
|
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| |
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LMF ACQUISITION OPPORTUNITIES, INC.
|
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| |
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Security:
|
502015100
|
|
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Agenda Number:
|
935716665
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| |
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Ticker:
|
LMAO
|
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Meeting Type:
|
Special
|
|
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| |
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ISIN:
|
US5020151008
|
|
|
|
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|
Meeting Date:
|
10/18/2022
|
|
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|
Prop. #
|
|
Proposal
|
|
|
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|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1.
|
|
Business Combination Proposal - To consider
and vote upon a Proposal to approve the
transactions contemplated under the Merger
Agreement, dated as of April 21, 2022, by and
among LMAO, LMF Merger Sub, Inc., a
Delaware corporation and wholly-owned
subsidiary of LMAO and SeaStar Medical,
Inc., a Delaware corporation, a copy of which
is attached to the proxy statement/
prospectus as Annex A.
|
Mgmt
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For
|
|
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For
|
|
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2.
|
|
Charter Approval Proposal - To consider and
vote upon a Proposal to approve the Second
Amended and Restated Certificate of
Incorporation of LMAO, a copy of which is
attached to the proxy statement/prospectus
as Annex B.
|
Mgmt
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For
|
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For
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3a.
|
|
Governance Proposal 3A - To (i) reclassify
LMAO's existing 100,000,000 authorized
shares of Class A Common Stock into
100,000,000 authorized shares of Common
Stock (after giving effect to the conversion of
each outstanding share of Class B Common
Stock to Class A Common Stock under the
terms of LMAO's current certificate of
incorporation) and (ii) increase the number of
shares of preferred stock LMAO is authorized
to issue from 1,000,000 shares to 10,000,000
shares.
|
Mgmt
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For
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For
|
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3b.
|
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Governance Proposal 3B - To change the
classification of the Board from two classes of
directors with staggered two-year terms to
three classes of directors with staggered
three-year terms.
|
Mgmt
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For
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For
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3c.
|
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Governance Proposal 3C - To require the vote
of at least two- thirds (66 and 2/3%) of the
outstanding shares of capital stock, voting
together as a single class, rather than a
simple majority, to remove a director from
office.
|
Mgmt
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|
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For
|
|
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For
|
|
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|
3d.
|
|
Governance Proposal 3D - To remove certain
provisions related to LMAO's status as a
special purpose acquisition company that will
no longer be relevant following the Business
Combination.
|
Mgmt
|
|
|
For
|
|
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For
|
|
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|
4.
|
|
Stock Plan Proposal - To consider and vote
upon a Proposal to approve the LMF
Acquisition Opportunities, Inc. 2022 Omnibus
Incentive Plan, a copy of which is to be
attached to the proxy statement/prospectus
as Annex D.
|
Mgmt
|
|
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For
|
|
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For
|
|
|
|
5.
|
|
ESPP Proposal - To consider and vote upon a
Proposal to approve the LMF Acquisition
Opportunities, Inc. 2022 Employee Stock
Purchase Plan, a copy of which is to be
attached to the proxy statement/prospectus
as Annex E.
|
Mgmt
|
|
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For
|
|
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For
|
|
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|
6.
|
|
Nasdaq Proposal - To consider and vote upon
a Proposal to approve, for purposes of
complying with Nasdaq Listing Rule 5635, the
issuance of shares of Common Stock and
securities convertible into or exercisable for
Common Stock in the Business Combination,
the PIPE Investment, and the Common Stock
Investment.
|
Mgmt
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For
|
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For
|
|
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7.
|
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DIRECTOR
|
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| |
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1
|
|
Andres Lobo*
|
|
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Mgmt
|
|
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For
|
|
|
For
|
|
|
| |
|
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2
|
|
Rick Barnett*
|
|
|
Mgmt
|
|
|
For
|
|
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For
|
|
|
| |
|
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3
|
|
Bruce Rodgers+
|
|
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Mgmt
|
|
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For
|
|
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For
|
|
|
| |
|
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4
|
|
Richard Russell+
|
|
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Mgmt
|
|
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For
|
|
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For
|
|
|
| |
|
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5
|
|
Allan Collins+
|
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Mgmt
|
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For
|
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For
|
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| |
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6
|
|
Eric Schlorff#
|
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Mgmt
|
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For
|
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For
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| |
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7
|
|
Kenneth Van Heel#
|
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Mgmt
|
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For
|
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For
|
|
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|
8.
|
|
Adjournment Proposal - To consider and vote
upon a Proposal to approve the adjournment
of the meeting by the chairman thereof to a
later date, if necessary.
|
Mgmt
|
|
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For
|
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For
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| |
|
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| |
MONITRONICS INTERNATIONAL, INC.
|
|
|
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| |
|
Security:
|
609453105
|
|
|
|
|
|
|
Agenda Number:
|
935688133
|
|
| |
|
|
Ticker:
|
SCTY
|
|
|
|
|
|
|
|
Meeting Type:
|
Annual
|
|
|
| |
|
|
ISIN:
|
US6094531059
|
|
|
|
|
|
|
Meeting Date:
|
8/24/2022
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1.1
|
|
Election of Director: Patrick J. Bartels, Jr.
|
|
|
Mgmt
|
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For
|
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For
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|
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|
1.2
|
|
Election of Director: Michael Myers
|
|
|
Mgmt
|
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For
|
|
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For
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| |
|
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|
| |
MONITRONICS INTERNATIONAL, INC.
|
|
|
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| |
|
Security:
|
609453105
|
|
|
|
|
|
|
Agenda Number:
|
935879924
|
|
| |
|
|
Ticker:
|
SCTYQ
|
|
|
|
|
|
|
|
Meeting Type:
|
Consent
|
|
| |
|
|
ISIN:
|
US6094531059
|
|
|
|
|
|
|
Meeting Date:
|
6/16/2023
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1.
|
|
VOTE ON THE PLAN (FOR = ACCEPT,
AGAINST = REJECT)(ABSTAIN VOTES DO
NOT COUNT)
|
Mgmt
|
|
|
For
|
|
|
|
|
|
|
2.
|
|
OPT OUT OF THE THIRD-PARTY RELEASE.
(FOR =OPT OUT, AGAINST OR ABSTAIN =
DO NOT OPT OUT)
|
Mgmt
|
|
|
Against
|
|
|
|
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| |
|
|
|
|
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| |
OPNET S.P.A.
|
|
|
|
|
|
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|
|
|
|
|
|
| |
|
Security:
|
ADPV52579
|
|
|
|
|
|
Agenda Number:
|
716580609
|
|
| |
|
|
Ticker:
|
|
|
|
|
|
|
|
|
|
|
Meeting Type:
|
BOND
|
|
|
| |
|
|
ISIN:
|
XS2039742569
|
|
|
|
|
|
|
Meeting Date:
|
2/6/2023
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
CMMT
|
VOTING MUST BE LODGED WITH
BENEFICIAL OWNER DETAILS AS
PROVIDED BY YOUR CUSTODIAN BANK.
IF NO BENEFICIAL OWNER DETAILS ARE
PROVIDED, YOUR INSTRUCTIONS MAY BE
REJECTED.
|
Non-Voting
|
|
|
|
|
|
|
|
CMMT
|
VOTING MUST BE LODGED WITH
SHAREHOLDER DETAILS AS PROVIDED
BY YOUR CUSTODIAN BANK. IF NO
SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE
REJECTED.
|
Non-Voting
|
|
|
|
|
|
|
|
CMMT
|
PLEASE NOTE THAT THIS IS AN
AMENDMENT TO MEETING ID 838578 DUE
TO THERE IS ONLY 1 RESOLUTION FOR
THIS MEETING AND CHANGE IN CORP
NAME. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE
DISREGARDED IF VOTE DEADLINE
EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON
THIS MEETING NOTICE ON THE NEW JOB.
IF HOWEVER VOTE DEADLINE
EXTENSIONS ARE NOT GRANTED IN THE
MARKET, THIS MEETING WILL BE CLOSED
AND YOUR VOTE INTENTIONS ON THE
ORIGINAL MEETING WILL BE APPLICABLE.
PLEASE ENSURE VOTING IS SUBMITTED
PRIOR TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE
ON THIS NEW AMENDED MEETING.
THANK YOU
|
Non-Voting
|
|
|
|
|
|
|
|
CMMT
|
PLEASE NOTE THAT THERE IS A MINIMUM
TO VOTE: 100000 AND MULTIPLE: 1000
|
Non-Voting
|
|
|
|
|
|
|
|
CMMT
|
PLEASE NOTE IN THE EVENT THE
MEETING DOES NOT REACH QUORUM,
THERE WILL BE A SECOND CALL ON 07
FEB 2023. CONSEQUENTLY, YOUR
VOTING INSTRUCTIONS WILL REMAIN
VALID FOR ALL CALLS UNLESS THE
AGENDA IS AMENDED. PLEASE BE ALSO
ADVISED THAT YOUR SHARES WILL BE
BLOCKED UNTIL THE QUORUM IS MET OR
THE MEETING IS CANCELLED. THANK
YOU
|
Non-Voting
|
|
|
|
|
|
|
|
1
|
|
(A) EXTENSION OF THE FINAL MATURITY
DATE: PROPOSAL TO AMEND THE
CONDITIONS IN ORDER TO EXTEND THE
FINAL MATURITY DATE UP TO A MAXIMUM
OF TWELVE MONTHS (THE EXTENSION),
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT (AS DEFINED
BELOW). SUBJECT TO THE APPROVAL OF
THE EXTENSION BY THE MEETING, AND
IN RECOGNITION OF THE NOTEHOLDERS
CONSENT TO THE PROPOSALS, THE
COMPANY SHALL CONSIDER PAYING TO
THE NOTEHOLDERS, INCLUDING, FOR
THE SAKE OF CLARITY, THOSE
NOTEHOLDERS THAT WILL NOT ATTEND
OR VOTE IN THE MEETING, A CERTAIN
EXTENSION FEE CALCULATED AS A
PERCENTAGE OF THE PRINCIPAL
AMOUNT OUTSTANDING OF THE NOTES,
AS FURTHER DETAILED IN THE CONSENT
SOLICITATION DOCUMENT. (B) GENERAL
MATTERS: SANCTIONS AND ASSENTS TO
EVERY ABROGATION, VARIATION,
MODIFICATION, COMPROMISE OR ARRANGEMENT IN RESPECT OF THE
RIGHTS OF THE NOTEHOLDERS
APPERTAINING TO THE NOTES AGAINST
THE ISSUER, WHETHER OR NOT SUCH
RIGHTS ARISE UNDER THE NOTES OR
THE TRUST DEED, AND ASSENTS TO
EVERY MODIFICATION, VARIATION OR
ABROGATION OF THE CONDITIONS AND
THE TRUST DEED INVOLVED IN OR
RESULTING FROM OR TO BE EFFECTED
BY THE IMPLEMENTATION OF THE
PROPOSALS. AGREES AND
ACKNOWLEDGES THAT THE TRUSTEE
SHALL HAVE NO LIABILITY FOR ACTING
ON THE APPROVAL OF ANY PROPOSALS
EVEN THOUGH IT MAY BE
SUBSEQUENTLY FOUND THAT THERE IS A
DEFECT IN THE PASSING OF AN
EXTRAORDINARY RESOLUTION ON SUCH
PROPOSALS THAT FOR ANY REASON
CAUSE THE EXTRAORDINARY
RESOLUTION NOT TO BE VALID OR
BINDING ON THE HOLDERS.
DISCHARGES, INDEMNIFIES AND
EXONERATES THE TRUSTEE FROM ANY
AND ALL LIABILITY FOR WHICH IT MAY
HAVE BECOME OR MAY BECOME
RESPONSIBLE UNDER THE TRUST DEED
OR THE NOTES IN RESPECT OF ANY ACT
OR OMISSION IN CONNECTION, THE
MODIFICATIONS OF THE CONDITIONS,
THE IMPLEMENTATION OF THE
PROPOSALS. AUTHORISES, DIRECTS,
REQUESTS AND EMPOWERS THE
TRUSTEE TO CONCUR, APPROVE,
EXECUTE AND DO ALL SUCH OTHER
DEEDS, INSTRUMENTS, ACTS AND
THINGS AND GIVE ALL SUCH DIRECTIONS
AND CONSENTS UNDER THE TRUST
DEED OR THE NOTES AS MAY BE
NECESSARY, APPROPRIATE OR
EXPEDIENT IN THE SOLE OPINION OF
THE TRUSTEE TO CARRY OUT AND GIVE
EFFECT TO THE PROPOSALS, INCLUDING
BY MAKING ANY APPROPRIATE
MODIFICATIONS TO THE CONDITIONS
|
Mgmt
|
|
|
For
|
|
|
For
|
|
|
|
CMMT
|
31 JAN 2023: PLEASE NOTE THAT
SHAREHOLDERS ARE ALLOWED TO VOTE
'IN FAVOR' OR 'AGAINST' FOR
RESOLUTION 1, ABSTAIN IS NOT A
VOTING OPTION ON THIS MEETING
|
Non-Voting
|
|
|
|
|
|
|
|
CMMT
|
31 JAN 2023: PLEASE NOTE THAT THIS IS
A REVISION DUE TO ADDITION OF
COMMENT. IF YOU HAVE ALREADY SENT
IN YOUR VOTES TO MID 848236, PLEASE
DO NOT VOTE AGAIN UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU
|
Non-Voting
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
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|
| |
TALEN ENERGY SUPPLY LLC
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Security:
|
87422VAF5
|
|
|
|
|
|
|
Agenda Number:
|
935731047
|
|
| |
|
|
Ticker:
|
|
|
|
|
|
|
|
|
|
|
Meeting Type:
|
Consent
|
|
| |
|
|
ISIN:
|
US87422VAF58
|
|
|
|
|
|
|
Meeting Date:
|
12/9/2022
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1.
|
|
VOTE ON THE PLAN. SELECT "FOR" TO
ACCEPT THE PLAN SELECT "AGAINST" TO
REJECT THE PLAN. ABSTAIN IS NOT A
VALID VOTING OPTION AND WILL NOT
COUNT.
|
Mgmt
|
|
|
For
|
|
|
|
|
|
|
2.
|
|
OPT OUT OF THE THIRD-PARTY RELEASE.
(FOR = OPT OUT, AGAINST OR ABSTAIN =
DO NOT OPT OUT).
|
Mgmt
|
|
|
Abstain
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
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|
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|
|
|
|
|
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|
|
|
|
| |
TALEN ENERGY SUPPLY LLC
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Security:
|
87422VAJ7
|
|
|
|
|
|
|
Agenda Number:
|
935731047
|
|
| |
|
|
Ticker:
|
|
|
|
|
|
|
|
|
|
|
Meeting Type:
|
Consent
|
|
| |
|
|
ISIN:
|
US87422VAJ70
|
|
|
|
|
|
|
Meeting Date:
|
12/9/2022
|
|
|
|
|
Prop. #
|
|
Proposal
|
|
|
|
|
|
|
Proposed by
|
Proposal Vote
|
For/Against Management's Recommendation
|
|
1.
|
|
VOTE ON THE PLAN. SELECT "FOR" TO
ACCEPT THE PLAN SELECT "AGAINST" TO
REJECT THE PLAN. ABSTAIN IS NOT A
VALID VOTING OPTION AND WILL NOT
COUNT.
|
Mgmt
|
|
|
For
|
|
|
|
|
|
|
2.
|
|
OPT OUT OF THE THIRD-PARTY RELEASE.
(FOR = OPT OUT, AGAINST OR ABSTAIN =
DO NOT OPT OUT).
|
Mgmt
|
|
|
Abstain
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
| |
TEKKORP DIGITAL ACQUISITION CORP.
|
|
|
|
|
|
|
|
|
|
| |
|
Security:
|
G8739H106
|
|
|
|
|
|
|
Agenda Number:
|
935712061
|
|
| |
|
|
Ticker:
|
TEKK
|
|
|
|
|
|
|
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Meeting Type:
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Special
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ISIN:
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KYG8739H1065
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Meeting Date:
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10/13/2022
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
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1
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EXTENSION PROPOSAL - APPROVAL TO
AMEND THE COMPANY'S CHARTER
PURSUANT TO AN AMENDMENT TO
CHARTER IN FORM SET FORTH IN ANNEX
A OF ACCOMPANYING PROXY
STATEMENT TO EXTEND DATE BY WHICH
THE COMPANY MUST 1) CONSUMMATE A
MERGER, AMALGAMATION, SHARE
EXCHANGE, ASSET ACQUISITION, SHARE
PURCHASE, REORGANIZATION OR
SIMILAR BUSINESS COMBINATION,
WHICH WE REFER TO AS OUR INITIAL
BUSINESS COMBINATION, 2) CEASE ITS
OPERATIONS EXCEPT FOR PURPOSE OF
WINDING UP IF IT FAILS TO COMPLETE
SUCH INITIAL BUSINESS COMBINATION
AND (3) REDEEM ALL OF THE CLASS A
ORDINARY SHARES.
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Mgmt
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Against
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Against
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2
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THE ADJOURNMENT PROPOSAL - AS AN
ORDINARY RESOLUTION, TO APPROVE
THE ADJOURNMENT OF THE
EXTRAORDINARY GENERAL MEETING TO
A LATER DATE OR DATES, IF NECESSARY,
TO PERMIT FURTHER SOLICITATION AND
VOTE OF PROXIES IN THE EVENT THAT
THERE ARE INSUFFICIENT VOTES FOR,
OR OTHERWISE IN CONNECTION WITH,
THE APPROVAL OF EXTENSION
PROPOSAL (THE "ADJOURNMENT
PROPOSAL"), WHICH WILL ONLY BE
PRESENTED AT THE EXTRAORDINARY
GENERAL MEETING IF, BASED ON THE
TABULATED VOTES, THERE ARE NOT SUFFICIENT VOTES AT TIME OF
EXTRAORDINARY GENERAL MEETING TO
APPROVE THE EXTENSION PROPOSAL.
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Mgmt
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Against
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Against
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VERIZON COMMUNICATIONS INC.
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Security:
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92343V104
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Agenda Number:
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935790700
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Ticker:
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VZ
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Meeting Type:
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Annual
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ISIN:
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US92343V1044
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Meeting Date:
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5/11/2023
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
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1A.
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Election of Director: Shellye Archambeau
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Mgmt
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For
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For
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1B.
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Election of Director: Roxanne Austin
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Mgmt
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For
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For
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1C.
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Election of Director: Mark Bertolini
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Mgmt
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For
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For
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1D.
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Election of Director: Vittorio Colao
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Mgmt
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For
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For
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1E.
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Election of Director: Melanie Healey
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Mgmt
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For
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For
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1F.
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Election of Director: Laxman Narasimhan
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Mgmt
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For
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For
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1G.
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Election of Director: Clarence Otis, Jr.
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Mgmt
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For
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For
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1H.
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Election of Director: Daniel Schulman
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Mgmt
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For
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For
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1I.
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Election of Director: Rodney Slater
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Mgmt
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For
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For
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1J.
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Election of Director: Carol Tomé
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Mgmt
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For
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For
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1K.
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Election of Director: Hans Vestberg
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Mgmt
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For
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For
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1L.
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Election of Director: Gregory Weaver
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Mgmt
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For
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For
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2.
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Advisory vote to approve executive
compensation
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Mgmt
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For
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For
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3.
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Advisory vote on the frequency of future
advisory votes to approve executive
compensation
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Mgmt
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1 Year
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For
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4.
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Ratification of appointment of independent
registered public accounting firm
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Mgmt
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For
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For
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5.
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Government requests to remove content
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Shr
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Against
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For
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6.
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Prohibit political contributions
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Shr
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Against
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For
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7.
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Amend clawback policy
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Shr
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Against
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For
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8.
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Shareholder ratification of annual equity
awards
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Shr
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Against
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For
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9.
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Independent chair
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Shr
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Against
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For
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WILLIAMS ROWLAND ACQUISITION CORP.
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Security:
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96951B102
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Agenda Number:
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935747761
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Ticker:
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WRAC
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Meeting Type:
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Special
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ISIN:
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US96951B1026
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Meeting Date:
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12/22/2022
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Prop. #
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Proposal
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Proposed by
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Proposal Vote
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For/Against Management's Recommendation
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1.
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CHARTER AMENDMENT PROPOSAL -
APPROVAL OF AN AMENDMENT TO THE
COMPANY'S AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION TO
EXTEND THE DATE BY WHICH THE
COMPANY HAS TO CONSUMMATE A
BUSINESS COMBINATION (THE
"EXTENSION") SIX (6) TIMES FOR AN
ADDITIONAL ONE (1) MONTH EACH TIME
UNTIL JULY 29, 2023 (OR, IF NOT A
BUSINESS DAY, THE NEXT BUSINESS
DAY) IF APPROVED BY THE COMPANY'S
BOARD OF DIRECTORS.
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Mgmt
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Against
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Against
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2.
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TRUST AMENDMENT - APPROVAL OF AN
AMENDMENT TO THE COMPANY'S
INVESTMENT MANAGEMENT TRUST
AGREEMENT, DATED AS OF JULY 26, 2021
(THE "TRUST AGREEMENT"), BY AND
BETWEEN THE COMPANY AND
CONTINENTAL STOCK TRANSFER &
TRUST COMPANY (THE "TRUSTEE"),
ALLOWING THE COMPANY TO EXTEND
THE COMBINATION PERIOD SIX (6) TIMES
FOR AN ADDITIONAL ONE-MONTH
PERIOD EACH TIME, FROM JANUARY 9,
2023 UP TO JULY 29, 2023 (OR, IF NOT A
BUSINESS DAY TO THE NEXT BUSINESS
DAY) (THE "TRUST AMENDMENT").
|
Mgmt
|
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Against
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Against
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3.
|
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ADJOURNMENT - APPROVAL TO DIRECT
THE CHAIRMAN OF THE SPECIAL
MEETING TO ADJOURN THE SPECIAL
MEETING TO A LATER DATE OR DATES, IF
NECESSARY, TO PERMIT FURTHER
SOLICITATION AND VOTE OF PROXIES IF,
BASED UPON THE TABULATED VOTE AT THE TIME OF THE MEETING, THERE ARE
NOT SUFFICIENT VOTES TO APPROVE
THE PROPOSAL 1.
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Mgmt
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Against
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Against
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