8-K
filed July 12, 2023, 7:59 PM ET
CIK 0001821606
other material
confidence high
sentiment neutral
materiality 0.55
Priveterra Acquisition Corp. II (f/k/a Tastemaker) extends SPAC deadline to Jan 2024, changes name
Priveterra Acquisition Corp. II
- Stockholders approved extension of business combination deadline from July 12, 2023 to January 12, 2024.
- Redemption limitation eliminated, allowing redemptions even if net tangible assets fall below $5,000,001.
- Sponsor converted 6,900,000 Class B shares to Class A; no redemption rights for those shares.
- Name changed from Tastemaker Acquisition Corp. to Priveterra Acquisition Corp. II via Delaware amendment.
- All proposals passed with over 98% votes in favor at reconvened special meeting on July 11, 2023.
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
Priveterra Acquisition Corp. II: Changed company name from Tastemaker Acquisition Corp. to Priveterra Acquisition Corp. II (effective 2023-07-06).
- Change
- charter amendment
- Effective
- 2023-07-06
Exact text from the filing
On July 6, 2023, Priveterra Acquisition Corp. II, a Delaware corporation (the “Company”), filed an amendment (the “Name Change Amendment”) to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware changing its name from “Tastemaker Acquisition Corp.” to “Priveterra Acquisition Corp. II”.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Priveterra Acquisition Corp. II: Extended business combination deadline to January 12, 2024 and eliminated net tangible assets redemption limitation (effective 2023-07-11).
- Change
- charter amendment
- Effective
- 2023-07-11
Exact text from the filing
On July 11, 2023, following the conclusion of the special meeting of stockholders of the Company (the “Special Meeting”), the Company filed an amendment (the “Second Extension and Redemption Limitation Amendment”) to its Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Priveterra Acquisition Corp. II shareholders approved Second Extension Amendment Proposal - Amend certificate of incorporation to extend business combination deadline from July 12, 2023 to January 12, 2024 at the 2023-07-11 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-07-11
Exact text from the filing
Second Extension Amendment Proposal A proposal to amend the Company’s Amended and Restated Certificate of Incorporation to extend the date by which it has to consummate a business combination from July 12, 2023 (the date which is 30 months from the closing date of the Company’s initial public offering of the units) to January 12, 2024 (the date which is 36 months from the closing date of the Company’s initial public offering of the units): For Against Abstain 8,619,399 145,822 1,000
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Priveterra Acquisition Corp. II shareholders approved Adjournment Proposal - Adjourn the special meeting to a later date if necessary at the 2023-07-10 meeting.
- Outcome
- passed
- Meeting
- 2023-07-10
Exact text from the filing
Adjournment Proposal A proposal 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 Second Extension Amendment Proposal and the Redemption Limitation Amendment Proposal: For Against Abstain 8,596,738 168,483 1,000
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Priveterra Acquisition Corp. II shareholders approved Redemption Limitation Amendment Proposal - Amend certificate of incorporation to eliminate limitation on redemptions at the 2023-07-11 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-07-11
Exact text from the filing
Redemption Limitation Amendment Proposal A proposal to amend the Company’s Amended and Restated Certificate 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, as amended (or any successor rule)) of less than $5,000,001 in order to allow the Company to redeem public shares irrespective of whether such redemption would exceed such limitation: For Against Abstain 8,619,449 145,772 1,000
View on SEC.gov
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