8-K
filed December 8, 2022, 6:59 PM ET
ticker KACLF
CIK 0001865468
other material
confidence high
sentiment neutral
materiality 0.60
Shareholders approve SPAC extension to Dec 16, 2023; 5.7M shares redeemed
Kairous Acquisition Corp. Ltd
- Shareholders approved extending business combination deadline up to Dec 16, 2023 via up to eight extensions.
- Company must deposit $360k for each 3-month extension and $120k for each 1-month extension into trust.
- 5,710,184 ordinary shares were tendered for redemption at the shareholder meeting.
- Charter and trust agreement amended; vote was 6.85M for, 0.7M against.
- All six director nominees elected with >7.2M votes each.
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 1.0
Kairous Acquisition Corp. Ltd: Company filed an amended and restated memorandum and articles of association to extend the deadline to complete a business combination up to eight times through December 16, 2023 (effective 2022-12-07).
- Change
- charter amendment
- Effective
- 2022-12-07
Exact text from the filing
As approved by its shareholders at the Meeting on December 2, 2022, the Company filed an amended and restated memorandum and articles of association on December 7, 2022 (the “Charter Amendment”), giving the Company the right to extend the date by which it has to complete a business combination up to eight (8) times, as follows: (i) two (2) times for an additional three (3) months each time from December 16, 2022 to June 16, 2023, followed by (ii) six (6) times for an additional one (1) month each time from June 16, 2023 to December 16, 2023.
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Kairous Acquisition Corp. Ltd amended Trust Amendment with Continental Stock Transfer & Trust Company (effective 2022-12-07).
- Action
- amendment
- Counterparty
- Continental Stock Transfer & Trust Company
- Effective
- 2022-12-07
Exact text from the filing
As approved by its shareholders at the Annual Meeting of Shareholders on December 2, 2022 (the “Meeting”), Kairous Acquisition Corp. Limited (the “Company” or “Kairous”) entered into an amendment (the “Trust Amendment”) to the investment management trust agreement, dated December 13, 2021, with Continental Stock Transfer & Trust Company on December 7, 2022.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Kairous Acquisition Corp. Ltd shareholders approved Amend charter to extend business combination deadline at the 2022-12-02 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2022-12-02
Exact text from the filing
1. Charter Amendment Shareholders approved the proposal to amend the Company’s amended and restated memorandum and articles of association, giving the Company the right to extend the date by which it has to complete a business combination a total of eight (8) times, as follows: (i) two (2) times for an additional three (3) months each time from December 16, 2022 (the “Current Termination Date”) to June 16, 2023, followed by (ii) six (6) times for an additional one (1) month each time from June 16, 2023 to December 16, 2023. The voting results were as follows: FOR AGAINST ABSTAIN 6,849,717 703,698 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Kairous Acquisition Corp. Ltd shareholders approved Election of six directors at the 2022-12-02 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2022-12-02
Exact text from the filing
3. Election of Directors Shareholders elected all of the six nominees for directors to serve until the next annual meeting of shareholders. The voting results were as follows: FOR AGAINST ABSTAIN Joseph Lee Moh Hon 7,305,754 0 247,661 Philip Wong Cheung Wang 7,275,058 0 278,357 Steve Hsia Hsien-Chieng 7,327,121 0 226,294 Dato Seri C. H. Leong 7,327,121 0 226,294 Ng Kim Kiat 7,275,058 0 278,357 Ang Siak Keng 7,298,371 0 255,044
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Kairous Acquisition Corp. Ltd shareholders approved Amend trust agreement to extend business combination deadline at the 2022-12-02 meeting.
- Proposal
- merger approval
- Outcome
- passed
- Meeting
- 2022-12-02
Exact text from the filing
2. Trust Amendment Shareholders approved the proposal to amend the Company’s investment management trust agreement, dated December 13, 2021, by and between the Company and Continental Stock Transfer & Trust Company to allow the Company to extend the time it has to complete a business combination a total of eight (8) times, as follows: (i) two (2) times for an additional three (3) months each time from December 16, 2022 to June 16, 2023, followed by (ii) six (6) times for an additional one (1) month each time from June 16, 2023 to December 16, 2023; by depositing into the trust account $360,000 for each three-month extension and $120,000 for each one-month extension in the event the Company has not consummated a business combination by the extended termination date. The voting results were as follows: FOR AGAINST ABSTAIN 6,849,717 703,698 0
View on SEC.gov
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