Subsequent Events |
9 Months Ended |
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Sep. 30, 2024 | |
Subsequent Events | |
Subsequent Events | Note 8 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the unaudited condensed balance sheet date up to the date that the unaudited condensed financial statements were issued. Based upon this review, the Company did not identify any other subsequent events that would have required adjustment or disclosure in the unaudited condensed financial statements, other than the following. On October 10, 2024, the Company filed a definitive proxy statement for an extraordinary general meeting to seek approval of the “Extension Amendment Proposal.” This proposal would amend the Company’s memorandum and articles of association, allowing the board discretion to liquidate the Company before the current deadline of October 17, 2025, if it serves the shareholders’ best interests. The board has since rescheduled the extraordinary general meeting to November 13, 2024, and filed an 8-K on November 12, 2024, to announce this updated date. Deferred Underwriting Commissions On October 18, 2024, Guggenheim Securities decided to waive its rights to receive its portion of the deferred underwriting commission amounting to $2.8 million. Therefore, as of October 18, 2024, the total amount of deferred underwriting commissions was waived. Articles Amendment On November 13, 2024, the Company held an extraordinary general meeting of shareholders (the “Meeting”) to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association to amend the date by which the Company must consummate an initial business combination to 36 months from the closing of the initial public offering, or such earlier date as is determined by the Company’s board of directors, in its sole discretion, to be in the best interests of the Company (the “Amendment”). In connection with the vote to approve the Amendment, holders of Class A ordinary shares exercised their right to redeem their Class A ordinary shares for cash at a redemption price of approximately $11.43 per share, for an aggregateredemption amount of approximately $142,010,171. As a result, approximately $25,135,029 remains in the Trust Account and 9,880,095 Class A ordinary shares remain outstanding. Non-Redemption Agreements On October 24, 2024, October 25, 2024, November 8, 2024, November 11, 2024 and November 12, 2024, in connection with the Meeting, the Company and the Company’s Sponsor, entered into non-redemption agreements with several unaffiliated third parties, pursuant to which such third parties agreed not to redeem (or to validly rescind any redemption requests on) an aggregate of 2,075,000 Class A ordinary shares, par value $0.0001 of the Company in connection with the Extension Amendment Proposal. In exchange for the foregoing commitments not to redeem such Class A ordinary shares of the Company, the Sponsor agreed to transfer or cause to be issued for no consideration an aggregate of 691,666 Founder Shares of the Company on the occurrence of an initial business combination. Extension Contributions On October 2, 2024, the Board determined that in order to make the Company a more attractive partner to sponsors of special purpose acquisition companies seeking to take over the management and affairs of special purpose acquisition companies, following the Meeting, the Sponsor and any successor to the obligations of the Sponsor are no longer be required to make monthly deposits to the Trust Account of $0.02 for each outstanding Class A ordinary share, up to a maximum of $150,000 per month. |