Item 1.01. Entry into a Material Definitive Agreement.
The information set forth in Item 3.03 of this Current Report on Form 8-K related to the Trust Amendment (as defined below) is incorporated herein by reference to the extent required.
Item 3.03. Material Modification to Rights of Security Holders.
The information set forth in Items .5.03, 5.07 and 8.01 of this Current Report on Form 8-K is incorporated into this Item 3.03 to the extent required.
At the extraordinary general meeting of the shareholders of the Company held on
The Charter Amendment became automatically effective with the approval of the Charter Amendment Proposal (as defined below) at the Shareholder Meeting. The foregoing descriptions of the Charter Amendment and the Trust Amendment do not purport to be complete and are qualified in their entirety by reference to Exhibits 3.1 and 10.1, respectively, which are incorporated herein by reference.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
The information disclosed in Item 3.03 and in Item 5.07 of this Current Report
on Form 8-K is incorporated by reference into this Item 5.03 to the extent
required. On
The foregoing description of the Amendment is not intended to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On
Holders of 35,741,263 ordinary shares of the Company held of record as of
The following is a brief description of the final voting results for each of the
proposals submitted to a vote of the shareholders at the Shareholder Meeting on
The Charter Amendment Proposal
To amend the Company's Charter to accelerate the date by which the Company must
cease all operations, except for the purpose of winding up, if it fails to
complete a merger, share exchange, asset acquisition, share purchase,
reorganisation or similar business combination involving the Company, from
The Charter Amendment Proposal was approved. The voting results of the Charter Amendment Proposal were as follows:
For Against Abstain 35,737,670 2,326 1,267
The Trust Amendment Proposal
To amend the Trust Agreement, by and between the Company and Continental,
pursuant to an amendment to the Trust Agreement in the form set forth in Annex A
of the Proxy Statement, to accelerate the date on which Continental must
commence liquidation of the Trust Account established in connection with the
Company's initial public offering to
The Trust Amendment Proposal was approved. The voting results of the Trust Amendment Proposal were as follows:
For Against Abstain 35,737,670 2,226 1,367
Item 7.01. Regulation FD Disclosure
On
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act, except as shall be expressly set forth by reference in such a filing. Furthermore, the furnishing of information under Item 7.01 of this Current Report on Form 8-K is not intended to constitute a determination by the Company that the information contained herein, including the exhibits hereto, is material or that the dissemination of such information is required by Regulation FD.
Item 8.01. Other Events. Liquidation of Trust Account
In connection with the vote to approve the Charter Amendment Proposal and the
Trust Amendment Proposal, the holders of 33,068,170 Class A ordinary shares
of the Company properly exercised their right (the "Voluntary Redemption") to
redeem their shares for cash at a redemption price of approximately
Following the Shareholder Meeting, the Company notified Continental that it was
winding up its business operations on
A copy of the press release issued by the Company announcing the liquidation of the Trust Account is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits Exhibit No. Description 3.1 Amendment to the Amended and Restated Memorandum and Articles ofAssociation of the Company 10.1 Amendment to the Investment Management Trust Agreement, datedJanuary 31, 2023 , by and betweenCatalyst Partners Acquisition Corp. andContinental Stock Transfer & Trust Company 99.1Catalyst Partners Acquisition Corp. , Press Release datedJanuary 31, 2023 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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