Item 7.01 Regulation FD Disclosure.
Furnished as Exhibit 99.1 hereto is a press release, dated
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to liabilities under that section, and shall not be deemed to be incorporated by reference into any filings of the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K (the "Current Report") shall not be deemed an admission as to the materiality of any information in this Item 7.01, including Exhibit 99.1.
About
We are a blank check company incorporated under the laws of the
Additional Information and Where to Find It
The definitive proxy statement with respect to the Extension Amendment has been
mailed to the Company's stockholders. INVESTORS AND SECURITY HOLDERS ARE ADVISED
TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT MATERIALS BECAUSE THEY
CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY. Investors and security holders
may obtain free copies of these documents and other documents filed with the
Participants in the Solicitation
The Company and its sponsor, officers and directors may be deemed to be
participants in the solicitation of proxies from Company stockholders.
Information about the Company's sponsor, officers and directors and their
ownership of Company common stock is set forth in the proxy statement for the
Company's Special Meeting of Stockholders, which was filed with the
Non-Solicitation
This Current Report on Form 8-K is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed Extension Amendment, shall not constitute an offer to sell or a
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solicitation of an offer to buy the securities of the Company, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is filed herewith:
Exhibit No. Description of Exhibits 99.1 Press Release, datedDecember 2, 2022 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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