8-K
filed August 24, 2023, 7:59 PM ET
CIK 0001834336
other material
confidence high
sentiment neutral
materiality 0.60
Finserv Acquisition Corp. II: debt financing — FinServ Acquisition Corp. II extends deadline to Feb 2024; ~$40.3M redeemed from trust
Finserv Acquisition Corp. II
- Stockholders approved charter extension from Aug 22, 2023 to Feb 22, 2024.
- Also approved elimination of the $5,000,001 net tangible assets redemption limitation.
- Holders of 3,920,848 public shares redeemed for ~$40.3M (~$10.28/share); $10.67M remains in trust.
- Company now has 9,338,155 Class A shares outstanding after redemptions.
- Issued up to $400,000 promissory note from sponsor FinServ Holdings II, LLC for working capital.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Finserv Acquisition Corp. II incurred loan of up to $400,000 with FinServ Holdings II, LLC at no interest maturing upon the earlier of (a) the date of the consummation of an initial business combination and (b) the date of the Company’s liquidation.
- Instrument
- loan
- Principal
- up to $400,000
- Counterparty
- FinServ Holdings II, LLC
- Rate
- no interest
- Maturity
- upon the earlier of (a) the date of the consummation of an initial business combination and (b) the date of the Company’s liquidation
- Event
- incurrence
Exact text from the filing
On August 22, 2023, FinServ Acquisition Corp. II, a Delaware corporation (the “Company”), issued a promissory note (the “Working Capital Note”) in the aggregate principal amount of up to $400,000 to the Company’s sponsor, FinServ Holdings II, LLC (the “Sponsor”) pursuant to which the Sponsor agreed to loan to the Company up to $400,000 for working capital expenses. The Working Capital Note bears no interest and is repayable in full upon the earlier of (a) the date of the consummation of an initial business combination (the “Business Combination”) and (b) the date of the Company’s liquidation.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.95
Finserv Acquisition Corp. II: The Company amended its certificate of incorporation to extend the deadline to consummate a business combination from August 22, 2023 to February 22, 2024, and to eliminate the limitation that the Company will only redeem public shares if its net tangible assets remain at least $5,000,001 after rede (effective 2023-08-18).
- Change
- charter amendment
- Effective
- 2023-08-18
Exact text from the filing
the Company filed the Extension Amendment with the Secretary of State of the State of Delaware on August 18, 2023. The Company filed the Redemption Limitation Amendment with the Secretary of State of the State of Delaware on August 23, 2023.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Finserv Acquisition Corp. II entered into Working Capital Note with FinServ Holdings II, LLC valued at up to $400,000 (effective 2023-08-22).
- Action
- entry
- Agreement
- credit facility
- Counterparty
- FinServ Holdings II, LLC
- Value
- up to $400,000
- Effective
- 2023-08-22
Exact text from the filing
On August 22, 2023, FinServ Acquisition Corp. II, a Delaware corporation (the “Company”), issued a promissory note (the “Working Capital Note”) in the aggregate principal amount of up to $400,000 to the Company’s sponsor, FinServ Holdings II, LLC (the “Sponsor”) pursuant to which the Sponsor agreed to loan to the Company up to $400,000 for working capital expenses.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Finserv Acquisition Corp. II shareholders approved Extension Amendment Proposal - amend certificate of incorporation to extend business combination deadline from August 22, 2023 to February 22, 2024 at the 2023-08-22 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-08-22
Exact text from the filing
At the Meeting, the Company's stockholders voted on the following proposals, each of which was approved: (1) The Extension Amendment Proposal – a proposal to amend the Company's amended and restated certificate of incorporation to extend the date by which the Company must consummate a Business Combination from August 22, 2023 to February 22, 2024 (or such earlier date as determined by the Board). The following is a tabulation of the votes with respect to this proposal, which was approved by the Company's stockholders: FOR AGAINST ABSTAIN 10,260,688 2,748,130 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Finserv Acquisition Corp. II shareholders approved Redemption Limitation Amendment Proposal - amend certificate of incorporation to eliminate the limitation that the Company will only redeem Public Shares so long as net tangible assets will be at least $5,000,001.
- Proposal
- charter amendment
- Outcome
- passed
Exact text from the filing
(2) Redemption Limitation Amendment Proposal – a proposal to amend the Company's amended and restated certificate of incorporation to eliminate the limitation that the Company will only redeem the Public Shares so long as (after such redemption), the Company's net tangible assets, or of any entity that succeeds to the Company as a public company, will be at least $5,000,001 either immediately prior to or upon consummation of the Business Combination. The following is a tabulation of the votes with respect to this proposal, which was approved by the Company's stockholders: FOR AGAINST ABSTAIN 10,260,688 2,748,130 0
View on SEC.gov
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