8-K
filed June 1, 2023, 7:59 PM ET
ticker VMCAF
CIK 0001892747
other material
confidence high
sentiment positive
materiality 0.80
Valuence Merger Corp. I shareholders approve extension to March 2025; $65.7M trust after redemptions
Valuence Merger Corp. I
- Shareholders approved extending business combination deadline from June 3, 2023 to up to March 3, 2025 (21 months).
- Approximately 15.8 million Class A shares were redeemed, leaving trust account balance of ~$65.7 million.
- Also approved eliminating $5M net tangible asset limitation and allowing Class B share conversion at any time before closing.
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
Valuence Merger Corp. I: Amended articles to extend outside date from June 3, 2023 to September 3, 2023, with ability to further extend in one-month increments up to March 3, 2025 (effective 2023-05-25).
- Change
- charter amendment
- Effective
- 2023-05-25
Exact text from the filing
the Company’s shareholders approved a proposal to amend the Company’s amended and restated memorandum and articles of association (the “Articles”) to provide the Company with the right to extend the date by which the Company must consummate its initial business combination (the “Extension”), from June 3, 2023 (the “Current Outside Date”) to September 3, 2023 (the “Extended Date”), and to allow the Company, without another shareholder vote, by resolution of the board of directors of the Company, to elect to further extend the Extended Date in one-month increments up to eighteen (18) additional times, or a total of up to twenty-one (21) months after the Current Outside Date, until up to March 3, 2025 (each, an “Additional Extended Date”) (the “Extension,” and such proposal, the “Extension Proposal”).
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Valuence Merger Corp. I: Amended articles to provide for the right of holders of Class B ordinary shares to convert such shares into Class A ordinary shares on a one-for-one basis at any time prior to the closing of a business combination at the election of the holder (effective 2023-05-25).
- Change
- charter amendment
- Effective
- 2023-05-25
Exact text from the filing
The Company’s shareholders also approved a proposal (the “Founder Share Amendment Proposal”) to provide for the right of a holder of the Company’s Class B ordinary shares, par value $0.0001 per share, to convert such shares into Class A ordinary shares, par value $0.0001 per share, on a one-for-one basis at any time and from time to time prior to the closing of a business combination at the election of the holder.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Valuence Merger Corp. I: Amended articles to eliminate the limitation that the Company may not redeem public shares in an amount that would cause net tangible assets to be less than $5,000,001 and the limitation that the Company shall not consummate a business combination unless net tangible assets are at least $5,000,001 (effective 2023-05-25).
- Change
- charter amendment
- Effective
- 2023-05-25
Exact text from the filing
The Company’s shareholders also approved a proposal (the “Redemption Limitation Amendment Proposal”) to amend the Articles to eliminate (i) the limitation that the Company may not redeem public shares in an amount that would cause the Company’s net tangible assets to be less than $5,000,001 and (ii) the limitation that the Company shall not consummate a business combination unless the Company has net tangible assets of at least $5,000,001 immediately prior to, or upon consummation of, or any greater net tangible asset or cash requirement that may be contained in the agreement relating to, such business combination.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
Valuence Merger Corp. I shareholders approved Amend the Articles to extend the date by which the Company must consummate its initial business combination from June 3, 2023 to September 3, 2023, and to allow further extensions by board resolution up to March 3, 2025. at the 2023-05-25 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Approval of Proposal 1-Extension Proposal Votes For Votes Against Abstentions 16,803,785 6,436,519 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
Valuence Merger Corp. I shareholders approved Amend the Articles to eliminate the limitation that the Company may not redeem public shares in an amount that would cause net tangible assets to be less than $5,000,001 and the limitation that the Company shall not consummate a business combination unless net tangible assets are at least $5,000,001 at the 2023-05-25 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Approval of Proposal 2-Redemption Limitation Amendment Proposal Votes For Votes Against Abstentions 20,451,346 2,788,958 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.99
Valuence Merger Corp. I shareholders approved Amend the Articles to provide for the right of Class B ordinary shareholders to convert shares into Class A ordinary shares on a one-for-one basis at any time prior to the closing of a business combination. at the 2023-05-25 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-05-25
Exact text from the filing
Approval of Proposal 3-Founder Share Amendment Proposal Votes For Votes Against Abstentions 20,451,346 2,788,958 0
View on SEC.gov
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