UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
Grand Cayman, |
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| (Address of principal executive offices) | (Zip Code) |
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
Title of each class |
Trading |
Name of each exchange | ||
| The | ||||
| The | ||||
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
On August 12, 2024, Investcorp India Acquisition Corp. (the “Company”) held an extraordinary general meeting (the “Extraordinary General Meeting”) virtually, solely with respect to voting on the proposal to extend the date by which the Company must complete its initial business combination from August 12, 2024 to May 12, 2025 (the “Extension Amendment Proposal”). A total of 13,045,005 of the Company’s Class A ordinary shares and Class B ordinary shares (the “Ordinary Shares”) or 80.24% of the Company’s outstanding shares as of July 19, 2024, the record date for the Extraordinary General Meeting, were represented virtually or by proxy at the Extraordinary General Meeting.
The following is a brief description of the final voting results for each of the proposals submitted to a vote of the shareholders at the Extraordinary General Meeting.
Extension Amendment Proposal
To consider and vote upon a proposal, by special resolution, to amend the Company’s amended and restated memorandum and articles of association (the “Articles”), to extend the date by which the Company has to consummate a business combination for an additional nine months from August 12, 2024 to May 12, 2025.
The Extension Amendment Proposal was approved. The voting results of the shares of the Ordinary Shares were as follows:
For |
Against |
Abstentions | ||
| 10,873,334 | 2,171,671 | 0 |
The Adjournment Proposal
To consider and vote upon a proposal, by ordinary resolution, to direct the chairman of the Extraordinary General Meeting to adjourn the Extraordinary General Meeting to a later date or dates, 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 the Extension Amendment Proposal or (y) if our board of directors determines before the Extraordinary General Meeting that it is not necessary or no longer desirable to proceed with the Extension Amendment Proposal.
The Adjournment Proposal was not acted upon at the Extraordinary General Meeting.
Redemptions
In connection with the vote to approve the Extension Amendment Proposal, the holders of 8,314,006 Class A ordinary shares properly exercised their rights to redeem their shares for cash at a redemption price of approximately $11.40 per share, for an aggregate redemption amount of approximately $94,780,352.
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| Item 8.01 | Other Events. |
On August 12, 2024, ICE I Holdings Pte. Ltd., the sponsor of the Company, elected to convert 6,468,749 Class B ordinary shares into Class A ordinary shares, on a one-to-one basis, pursuant to the terms of the articles and memorandum of association of the Company.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibits are filed with this Form 8-K:
| Exhibit No. | Description of Exhibits | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL Document). | |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Investcorp India Acquisition Corp | ||||||
| Date: August 13, 2024 | By: | /s/ Nikhil Kalghatgi | ||||
| Name: | Nikhil Kalghatgi | |||||
| Title: | Principal Executive Officer and Director | |||||