SDCL EDGE Acquisition Corporation Announces Shareholder Approval Of Extension Of Deadline To Complete Business Combination To March 2, 2024
SDCL EDGE Acquisition Corporation (the "Company") announced today that at a special meeting of the shareholders of the Company held on October 30, 2023, the shareholders have approved the proposal to extend the date by which the Company must (1) consummate an initial business combination or (2) (i) cease its operations except for the purpose of winding up if it fails to complete such initial business combination and (ii) redeem all of the Class A ordinary shares, par value $0.0001 per share, of the Company (the "Class A Ordinary Shares") included as part of the units sold in the Company's initial public offering that was consummated on November 2, 2021 (the "IPO"), from November 2, 2023 to March 2, 2024 (the "Extended Date") and to allow the board of directors of the Company, without another shareholder vote, to elect to further extend the date to consummate an initial business combination after the Extended Date up to four times, by an additional month each time, upon two days' advance notice prior to the applicable deadline, up to July 2, 2024 (together with the Extended Date the "Extension", and such proposal the "Extension Proposal").
Approximately 96.8% of the votes cast on the Extension Proposal by holders of the Company's ordinary shares, total votes cast representing approximately 68.7% of the Company's ordinary shares issued and outstanding, voted to approve the Extension Proposal.
The Company is also pleased to announce that following the Extension, the Company has maintained 65.9% of the capital in its trust account, with 13,177,933 Class A Ordinary Shares remaining in float. Market averages for redemptions post extension are around 75%, and the Company's lower redemptions represent a standout case in the market.
The purpose of the Extension is to allow the Company more time to complete an initial business combination. The Company, as previously announced, has entered into a non-binding letter of intent with Magnet Joint Venture GmbH ("JV GmbH"), KME SE ("KME") and The Paragon Fund III GmbH & Co. geschlossene Investment KG ("Paragon"), for a proposed business combination (the "Business Combination") relating to Cunova GmbH, a wholly-owned subsidiary of JV GmbH ("Cunova"), and certain assets of KME comprising KME's Aerospace Business ("KME Aerospace" and, together with Cunova, the "Target"). Under the terms of the LOI, KME is expected to hold a majority stake in the post-Business Combination entity whose share capital is expected to be listed on the New York Stock Exchange. The Company anticipates announcing additional details at the time of execution of the definitive agreements ("Definitive Agreements") for the Business Combination.
The completion of the Business Combination is subject to, among other things, the completion of due diligence, the negotiation of the Definitive Agreements, satisfaction of the conditions negotiated therein, approval of the transaction by the board and shareholders of both the Company and Target, as well as regulatory approvals and other customary conditions. There can be no assurance that Definitive Agreements will be entered into or that the Business Combination will be consummated on the terms or timeframe currently contemplated, or at all.