8-K
filed June 26, 2023, 7:59 PM ET
CIK 0001858912
other material
confidence high
sentiment neutral
materiality 0.60
Gardiner Healthcare SPAC extends business combination deadline; $3.5M redeemed
Gardiner Healthcare Acquisitions Corp.
- Stockholders approved extending deadline from June 27 to July 27, 2023, with up to five additional monthly extensions.
- 332,922 shares redeemed at ~$10.51 per share for aggregate ~$3.5M, leaving ~$16.85M in trust account.
- Trust agreement and charter amended to allow $100,000 deposit per monthly extension.
- ~86.79% of shares represented; Charter and Trust amendments passed with 3.3M for and 232k against.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Gardiner Healthcare Acquisitions Corp.: Amended the charter to extend the combination period by one month to July 27, 2023, with option for up to five additional monthly extensions upon depositing $100,000 each (effective 2023-06-21).
- Change
- charter amendment
- Effective
- 2023-06-21
Exact text from the filing
On June 21, 2023, the Company filed a certificate of amendment to its amended and restated certificate of incorporation (the “Charter”) which became effective upon filing.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Gardiner Healthcare Acquisitions Corp. amended Investment Management Trust Agreement with Continental Stock Transfer & Trust Company valued at Amendment to Trust Agreement (effective 2023-06-20).
- Action
- amendment
- Counterparty
- Continental Stock Transfer & Trust Company
- Value
- Amendment to Trust Agreement
- Effective
- 2023-06-20
Exact text from the filing
As approved by its stockholders at the special meeting (defined below), on June 20, 2023, Gardiner Healthcare Acquisitions Corp. (the "Company") and Continental Stock Transfer & Trust Company entered into an amendment to the Investment Management Trust Agreement, dated December 21, 2021, by and between Continental Stock Transfer & Trust Company and the Company (the "Trust Agreement").
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Gardiner Healthcare Acquisitions Corp. shareholders approved Charter Amendment to extend business combination deadline at the 2023-06-20 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-06-20
Exact text from the filing
The stockholders approved the proposal to amend (the “Charter Amendment”) the Company’s Charter by allowing the Company to extend (the “Extension”) the date by which it has to consummate a business combination (the “Combination Period”) for an additional one (1) month, from June 27, 2023 to July 27, 2023, by depositing into the trust account (the “trust account”) $100,000 (the “Extension Payment”) for the one-month extension, and thereafter to extend the Combination Period up to five (5) times by an additional month each time (or up to December 27, 2023) by depositing into the trust account $100,000 for each additional month extension.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Gardiner Healthcare Acquisitions Corp. shareholders approved Trust Amendment to extend business combination deadline at the 2023-06-20 meeting.
- Proposal
- merger approval
- Outcome
- passed
- Meeting
- 2023-06-20
Exact text from the filing
The stockholders approved the proposal to amend (the “Trust Amendment” and together with the Charter Amendment, the “Extensions”) the Trust Agreement, allowing the Company to extend the Combination Period for an additional one (1) months, from June 27, 2023 to July 27, 2023 (the “Trust Amendment”), by depositing into the trust account the Extension Payment for the one-month extension, and thereafter to extend the Combination Period up to five (5) times by an additional month each time (or up to December 27, 2023) by depositing into the trust account $100,000 for each additional month extension.
View on SEC.gov
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