Not independent
Tenure on this board
4.1 yrs
Also a director at
Annovis Bio Inc (ANVS)
6 nominees · 3 ballot items.
Vote to (1) amend the charter to permit up to twelve one‑month extensions of the SPAC combination deadline to June 24, 2027; (2) amend the trust agreement to permit corresponding one‑month extensions upon specified extension payments to the trust; and (3) adjourn the meeting if needed to solicit additional proxies or allow time to effectuate the extensions.
A special‑resolution to amend the Company’s Amended and Restated Memorandum and Articles of Association to permit the board, at the sponsor’s request, to extend the deadline to consummate a business combination up to twelve times by one month each (through June 24, 2027) and to provide for the consequences if no business combination occurs.
A proposal to amend the Company’s investment management Trust Agreement to permit the Trustee to accept deposits and allow the Company to extend the Deadline Date up to twelve one‑month extensions (to June 24, 2027) upon five days’ advance notice and deposit of the lesser of $200,000 or $0.03 per outstanding public share two days prior to each extension, in exchange for a promissory note.
An ordinary‑resolution to permit the Board to adjourn the Extraordinary General Meeting to a later date or dates, if necessary, to solicit additional proxies or provide time to effectuate the Extension and related amendments.
The Adjournment Proposal seeks shareholder authorization, by ordinary resolution, to allow the Board to adjourn the Extraordinary General Meeting to a later date or dates if there are insufficient votes to approve the Extension Amendment Proposal and the Trust Agreement Amendment Proposal at the time of the meeting or if the Board determines additional time is needed to effectuate the Extension and related amendments. The request is procedural but strategically material: if the Company lacks sufficient votes at the scheduled meeting, adjournment authority provides a mechanism to continue soliciting proxies and to attempt to secure the supermajority and other vote thresholds needed for implementation. Without adjournment authority, failure to secure immediate approval could force the Company to liquidate under its charter timing provisions. The Board recommends this ordinary resolution to preserve optionality, ensure compliance with the filing and procedural timetable for the Proposed Business Combination, and reduce the risk of involuntary liquidation. The adjournment is conditioned on circumstances and would not itself extend the charter or trust deadlines—it only permits the Company to reconvene for further voting. Given the Sponsor and certain insiders have voting commitments and the Sponsor agreed to vote in favor of the Extension and not to redeem in connection with the Extension, approval of adjournment increases the practical likelihood the Company can bridge shortfalls in proxy support. From a shareholder perspective, adjournment benefits those who prefer continuation of the search for a Business Combination but also prolongs the period before shareholders can obtain redemption proceeds if they choose not to extend; the Board highlights that redemption rights remain available in connection with the Extension if approved. Overall, the adjournment measure is a common and narrow governance tool intended to facilitate obtaining the necessary shareholder approvals for time‑sensitive amendments and is recommended by the Board to protect the Company’s ability to pursue the Proposed Business Combination.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Magnetar Financial LLC | 5.9% | 1,300,000 | $14M |
| 2 | WOLVERINE ASSET MANAGEMENT LLC | 5.7% | 1,251,356 | $13M |
| 3 | AQR Arbitrage LLC | 5.0% | 1,094,210 | $12M |
| 4 | LMR Partners LLP | 3.7% | 800,000 | $8M |
| 5 | Hudson Bay Capital Management LP | 3.0% | 650,000 | $7M |
| 6 | TENOR CAPITAL MANAGEMENT Co., L.P. | 2.9% | 635,399 | $7M |
| 7 | Karpus Management, Inc.Activist | 2.8% | 603,425 | $6M |
| 8 | Polar Asset Management Partners Inc. | 2.7% | 600,000 | $6M |
| 9 | Alberta Investment Management Corp | 2.7% | 600,000 | $6M |
| 10 | LINDEN ADVISORS LP | 2.7% | 600,000 | $6M |
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