BYTE Acquisition enters non-redemption agreements for $7M of shares to support Airship AI merger

Airship AI Holdings, Inc.

Sponsor Byte Holdings LP agreed to acquire $6M in public shares, waive redemption rights, and abstain from voting in exchange for $0.033/share/month fee.
Existing shareholder agreed not to redeem $1M in public shares in connection with the Business Combination.
The agreements satisfy a $7 million non-redemption condition under the Merger Agreement with Airship AI.
Non-redemption payments begin July 29, 2023 and terminate at closing, deal termination, or outside date.
Post-closing, the company agreed not to issue equity below $5/share for 7 months.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Airship AI Holdings, Inc. entered into Merger Agreement with BYTE Acquisition Corp., Airship AI Holdings, Inc., Byte Merger Sub Inc. valued at Business Combination. BYTS will domesticate into Delaware, Merger Sub will merge with Airship AI, Ai (effective 2023-06-27).

Action: entry
Agreement: merger
Counterparty: BYTE Acquisition Corp., Airship AI Holdings, Inc., Byte Merger Sub Inc.
Value: Business Combination. BYTS will domesticate into Delaware, Merger Sub will merge with Airship AI, Ai
Effective: 2023-06-27

Exact text from the filing

As previously disclosed, on June 27, 2023, BYTE Acquisition Corp., a Cayman Islands exempted company ("BYTS"), entered into a merger agreement ("Merger Agreement") with Airship AI Holdings, Inc., a Washington corporation ("Airship AI"), and Byte Merger Sub Inc., a Washington corporation and wholly-owned subsidiary of BYTS ("Merger Sub"), pursuant to which BYTS will domesticate by way of continuation out of the Cayman Islands and into the State of Delaware and, thereafter, Merger Sub will merge with and into Airship AI, with Airship AI surviving as a wholly-owned subsidiary of BYTS (collectively, the "Business Combination").

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Airship AI Holdings, Inc. entered into Non-Redemption Agreement with Non-Redeeming Shareholder valued at Non-Redeeming Shareholder agreed not to redeem $1 million in aggregate value of Public Shares in con (effective 2023-08-01).

Action: entry
Counterparty: Non-Redeeming Shareholder
Value: Non-Redeeming Shareholder agreed not to redeem $1 million in aggregate value of Public Shares in con
Effective: 2023-08-01

Exact text from the filing

Additionally, on August 1, 2023, BYTS entered into a Non-Redemption Agreement with an existing shareholder (the "Non-Redeeming Shareholder") holding Public Shares, pursuant to which the Non-Redeeming Shareholder agreed not to redeem $1 million in aggregate value of Public Shares held by it on the date of the Non-Redemption Agreement in connection with the Business Combination.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Airship AI Holdings, Inc. entered into Non-Redemption Agreement with Byte Holdings LP (Sponsor) valued at Sponsor agreed to acquire $6 million in BYTS Class A ordinary shares from shareholders, waive redemp (effective 2023-08-01).

Action: entry
Counterparty: Byte Holdings LP (Sponsor)
Value: Sponsor agreed to acquire $6 million in BYTS Class A ordinary shares from shareholders, waive redemp
Effective: 2023-08-01

Exact text from the filing

On August 1, 2023, BYTS entered into a non-redemption agreement ("Non-Redemption Agreement") with Byte Holdings LP, a Cayman Islands exempted limited partnership and the Sponsor of BYTS ("Sponsor").

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37 material agreements filed in the last 30 days. Browse all material agreements →

Airship AI Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-23-062651

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