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CURRENT REPORT
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Item 8.01. Other Events.
NorthStar Bio Ventures, LLC, (“NorthStar”) and Chardan Monterey Investments, LLC (“Chardan Monterey” and together with NorthStar, the “Co-Sponsors”) have agreed to pay any Delaware franchise taxes currently owed by Monterey Innovation Acquisition Corp. (the “Company”) or that may become due after the date hereof (the “Delaware Franchise Tax Obligations”). As a result, the Company confirms that interest earned on the proceeds placed in the trust account established in connection with the Company’s initial public offering (the “Trust Account”) will not be used to pay for Delaware Franchise Tax Obligations.
In addition, the Company confirms that it will not use the proceeds placed in the Trust Account and the interest earned thereon to pay any excise taxes or any other similar fees or taxes in nature that may be imposed on the Company pursuant to any current, pending or future rules or laws, including without limitation any excise tax due imposed under the Inflation Reduction Act of 2022 (the “IR Act”) on any redemptions or stock buybacks by the Company. In the event (i) an excise tax and/or any other similar fees or taxes in nature are levied or imposed on the Company pursuant to any current, pending or future rule(s) or law(s), including without limitation any excise tax imposed under the IR Act in relation to a redemption of securities as described in the Company’s definitive proxy statement related to the special meeting of stockholders filed by the Company with the Securities and Exchange Commission on June 16, 2023 (the “Definitive Proxy Statement”), or otherwise, and (ii) the holders of the Company’s shares of Common Stock approve the Charter Amendment Proposal and the Trust Amendment Proposal (each as defined in the Definitive Proxy Statement), if such excise tax or fee has not been paid by the Company to the applicable regulatory authority on or prior to the due date for such a tax or fee, the Co-Sponsors agree to promptly (but in any event sufficiently prior to the due date for such tax or fee to assure timely payment thereof) either directly pay such tax or fee on behalf of the Company or advance to the Company such funds as necessary and appropriate to allow the Company to pay such tax or fee timely with respect to any future redemptions that occur prior to or in connection with a business combination or the Company’s liquidation. The Co-Sponsors agree not to seek recourse for such expenses from the Trust Account.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Monterey Innovation Acquisition Corp. | ||
| By: | /s/ Murat Omur | |
| Name: Murat Omur | ||
| Title: Chief Executive Officer | ||
Date: June 30, 2023