NEW
YORK, Oct. 23, 2023 /PRNewswire/
-- Infinite Acquisition Corp. (the "Company") (NYSE: NFNT), a
special purpose acquisition company, today announced that its board
of directors has determined to redeem all of its issued and
outstanding Class A ordinary shares, par value $0.0001 (the "Shares"), effective as of
November 6, 2023, because the Company
will not consummate an initial business combination within the time
required by its Amended and Restated Memorandum and Articles of
Association (the "Articles"), as extended in connection with the
Company's extraordinary general meeting of shareholders held on
August 22, 2023 (the "Extension
Meeting"). The redemption of the Shares is expected to be completed
on or around November 6, 2023, or ten
business days following the Company's extension deadline on
October 23, 2023.
As stated in the Company's Articles and in the Company's
registration statement on Form S-1
(Registration No. 333-260699), initially filed with the
United States Securities and Exchange Commission (the "Commission")
on November 3, 2021, relating to the
Company's initial public offering, if the Company is unable to
complete an initial business combination within the time required
in the Articles, the Company will: (i) cease all operations except
for the purpose of winding up; (ii) as promptly as reasonably
possible but not more than ten business days thereafter, redeem the
Shares, at a per-share price, payable in cash, equal to the
aggregate amount then on deposit in the Company's trust account
established in connection with its initial public offering (the
"Trust Account"), including interest earned on the funds held in
the Trust Account and not previously released to the Company to pay
its taxes, if any, (less up to $100,000 of interest to pay dissolution
expenses), divided by the number of Shares then in issue, which
redemption will completely extinguish public shareholders' rights
(including the right to receive further liquidation distributions,
if any); and (iii) as promptly as reasonably possible following
such redemption, subject to the approval of the Company's remaining
shareholders and the Company's board of directors, liquidate and
dissolve, subject in the case of sub-articles (ii) and (iii), to
its obligations under Cayman
Islands law to provide for claims of creditors and in all
cases subject to the other requirements of applicable law.
The per-share redemption price for the Shares, will be
approximately $10.78 (the "Redemption
Amount"). The balance of the Trust Account as of October 23, 2023 and following the redemptions
effectuated in connection with the Extension Meeting was
approximately $86,375,237, including
interest and dividend income. In accordance with the terms of the
related trust agreement, the Company expects to retain $100,000 of the interest and dividend income from
the Trust Account to pay dissolution expenses.
The Company anticipates that the Shares will cease trading on
the New York Stock Exchange (the "NYSE") as of the close of
business on October 23, 2023. As of
the close of business on October 23,
2023, the Shares will be deemed canceled and will represent
only the right to receive the Redemption Amount on or around
November 6, 2023.
The Redemption Amount will be payable to the holders of the
Shares upon delivery of their shares to the Company's transfer
agent, Continental Stock Transfer & Trust Company.
Beneficial owners of Shares held in "street name," however, will
not need to take any action to receive the Redemption Amount.
The holders of the Company's issued and outstanding Class B
ordinary shares have agreed to waive their redemption rights with
respect to such shares. There will be no redemption rights or
liquidating distributions with respect to the Company's warrants,
which will expire worthless. After November
6, 2023, the Company shall cease all operations except for
those required to wind up the Company's business.
The Company expects that the NYSE will file a Form 25 with the
Commission in order to delist the Company's securities. The Company
thereafter expects to file a Form 15 with the Commission to
terminate the registration of the Company's securities under the
Securities Exchange Act of 1934, as amended.
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of the safe harbor provisions of the United States
Private Securities Litigation Reform Act of 1995. Certain of these
forward-looking statements can be identified by the use of words
such as "believes," "expects," "intends," "plans," "estimates,"
"assumes," "may," "should," "will," "seeks," or other similar
expressions. Such statements may include, but are not limited to,
statements regarding the Company's intention to redeem all of its
outstanding Shares, the Company's cash position or cash held in the
Trust Account, the Redemption Amount, the timing of the payment of
the Redemption Amount or the day on which the Company's Shares will
cease trading on the NYSE. These statements are based on current
expectations on the date of this press release and involve a number
of risks and uncertainties that may cause actual results to differ
significantly. Actual results could differ materially from those
contemplated by the forward-looking statements described herein,
including as a result of certain factors detailed in the Company's
filings with the Commission. All subsequent written or oral
forward-looking statements attributable to the Company or persons
acting on its behalf are qualified in their entirety by this
paragraph. Forward-looking statements are subject to numerous
conditions, many of which are beyond the control of the Company,
including those set forth in the Risk Factors section of the
Company's annual report on Form 10-K for the fiscal year ended
December 31, 2022, filed with the
Commission on March 22, 2023. The
Company does not assume any obligation to update or revise any such
forward-looking statements, whether as the result of new
developments or otherwise. Readers are cautioned not to put undue
reliance on forward-looking statements.
For further information please contact:
Investors:
investors@infiniteacquisitioncorp.com
Media:
media@infiniteacquisitioncorp.com
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SOURCE Infinite Acquisition Corp.