Fortune Rise Acquisition extends business combination deadline to Nov 5, 2024; ~$5M redeemed

Fortune Rise Acquisition Corp

Stockholders approved extension to November 5, 2024 via monthly extensions; sponsor deposits lesser of $100k or $0.05 per non-redeemed share per month.
Charter amended to remove net tangible asset limitation ($5,000,001) on redemptions or business combination.
Trust agreement amended accordingly to allow extension and revised liquidation trigger.
Holders of 452,404 shares redeemed for ~$10.96 per share, aggregate ~$5.0 million.
Vote results: 5,409,906 FOR, 277,931 AGAINST on extension proposal; 5,687,838 FOR on removing limitation.

item 1.01 item 5.03 item 5.07 item 8.01 item 9.01

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 0.98

Fortune Rise Acquisition Corp: The Company filed an amendment to its charter to extend the business combination deadline by up to twelve months and to eliminate the net tangible assets redemption limitation (effective 2023-10-25).

Change: charter amendment
Effective: 2023-10-25

Exact text from the filing

As approved by its stockholders at the Special Meeting, the Company filed an amendment to its amended and restated certificate of incorporation (the “ Charter ”) with the Delaware Secretary of State on October 25, 2023 (the “ Charter Amendment ”), to (i) extend the date by which the Company has to consummate a business combination for an additional twelve months, from November 5, 2023 (the “ Termination Date ”) to up to November 5, 2024, by electing to extend the date to consummate an initial business combination on a monthly basis for up to twelve times by an additional one month each time after the Termination Date, until November 5, 2024 or a total of up to twelve months after the Termination Date, or such earlier date as determined by the Board, unless the closing of the Company’s initial business combination shall have occurred (the “ Extension ,” and such later date, the “ Extended Date ”), provided that the Sponsor (or its affiliates or permitted designees) will deposit into the

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

Fortune Rise Acquisition Corp amended Trust Amendment with Wilmington Trust, National Association valued at extended the initial date on which Wilmington Trust must commence liquidation of the Trust Account t (effective 2023-10-25).

Action: amendment
Counterparty: Wilmington Trust, National Association
Value: extended the initial date on which Wilmington Trust must commence liquidation of the Trust Account t
Effective: 2023-10-25

Exact text from the filing

As approved by its stockholders at the special meeting of stockholders held on October 25, 2023 (the “ Special Meeting ”), Fortune Rise Acquisition Corporation (the “ Company ”) entered into an amendment to the Investment Management Trust Agreement, dated as of November 2, 2021 (the “ Trust Agreement ”), by and between the Company and Wilmington Trust, National Association (“ Wilmington Trust ”), on October 25, 2023 (the “ Trust Amendment ”).

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Fortune Rise Acquisition Corp shareholders approved Amend the Trust Agreement to provide for the Extension to the Extended Date pursuant to the Charter Amendment. at the 2023-10-25 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-10-25

Exact text from the filing

The voting results were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 5,409,906 277,931 10 –

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Fortune Rise Acquisition Corp shareholders approved Amend the Company's Charter to eliminate the limitation that the Company shall not redeem public shares to the extent such redemption would cause net tangible assets to be less than $5,000,001. at the 2023-10-25 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-10-25

Exact text from the filing

The voting results were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 5,687,838 0 10 –

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Fortune Rise Acquisition Corp shareholders approved Amend the Company's Charter to extend the date by which the Company has to consummate a business combination for an additional twelve months. at the 2023-10-25 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2023-10-25

Exact text from the filing

The voting results were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 5,409,906 277,931 10 –

View on SEC.gov

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Source: SEC EDGAR

accession 0001683168-23-007435

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