Invest Acquisition Corp: M&A transaction — Investcorp Europe Acquisition Corp I: control change, Nasdaq delisting, extension to Dec 2025 approved

Invest Acquisition Corp

Samara Special Opportunities acquired 6,037,499 Class A shares and 11,690,000 warrants for $1.00, gaining ~75.6% voting power.
Nasdaq will delist securities at open on Dec 24, 2024 due to failure to complete business combination by Dec 14, 2024; to trade on OTCQB.
Shareholders approved extension of business combination deadline from Dec 17, 2024 to Dec 17, 2025; 7,360,165 Class A shares were redeemed.
Vikas Mittal appointed CEO and CFO, replacing Craig Sinfield-Hain and Baroness Ruby McGregor-Smith; board resigned and replaced by Mittal designees.
Prior officers resigned without disagreement; company will pursue a business combination and Nasdaq relisting but no assurance.

item 1.01 item 1.02 item 3.01 item 5.01 item 5.02 item 5.07 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Invest Acquisition Corp underwent a change of control involving Samara Special Opportunities for $1.00 (closed 2024-12-23).

Action: change of control
Counterparty: Samara Special Opportunities
Consideration: $1.00
Closing: 2024-12-23

Exact text from the filing

Islands exempted company (the “Company”) Europe Acquisition Holdings Limited (“Sponsor”), Peter McKellar (“McKellar”) Baroness Ruby McGregor-Smith (“McGregor-Smith”), Pam Jackson (“Jackson”), Laurence Ponchaut (“Ponchaut”) and Adah Almutairi (“Almutairi”) and Samara Special Opportunities, a Cayman Island exempted company (the “Acquirer”) entered into a Purchase Agreement (the “Purchase Agreement”) pursuant to which Sponsor, McKellar, McGregor-Smith, Jackson, Ponchaut and Almutairi (collectively, the “Sellers”) have agreed to sell to Acquirer, and Acquirer has agreed to purchase from Sponsor an aggregate of (i) one Class B ordinary share, $0.001 par value per share, (ii) 6,037,499 Class A ordinary shares, $0.001 par value per share, and (iii) 11,690,000 private placement warrants held by the Sellers (collectively, the “Transferred Securities”) for an aggregate purchase price of $1.00 (the

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Source: SEC EDGAR

accession 0001193125-24-284326

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