Ackrell SPAC Partners I Co. Announces that North Atlantic Imports, LLC Declined to Fund Payment Required to be Deposited in Trust Account For Extension Through September 23, 2022
August 25 2022 - 8:45AM
Ackrell SPAC Partners I Co. (NASDAQ: ACKIU) (the “Company”), a
special purpose acquisition company, announced today that, on
August 24, 2022, North Atlantic Imports, LLC (“Blackstone”)
communicated to the Company that Blackstone declined to fund the
final $200,000 pursuant to the promissory note the Company issued
to Blackstone on June 21, 2022 (the “Note”) to extend the date by
which the Company must complete its initial business combination
from August 24, 2022 through and including September 23, 2022 (the
“Extension”). The Company’s Amended and Restated Certificate of
Incorporation, as amended (the “Company Charter”), requires the
Company to deposit into the Company’s trust account (the “Trust
Account”) $200,000 no later than August 31, 2022 as a condition to
the Extension.
The counsel to Blackstone has advised the
Company that it is Blackstone’s position that Blackstone has no
legal obligation to loan to the Company the final $200,000 pursuant
to the Note to fund the Extension. The Company disagrees.
Unless the Company is able to secure $200,000
from another source by the close of business on August 31, 2022, as
to which the Company cannot provide assurance, under the Company
Charter the Company will be forced to (i) cease all operations,
except for the purposes of winding up, (ii) as promptly as
reasonably possible but not more than ten (10) business days
thereafter, redeem 100% of the shares of common stock underlying
the subunits included in its initial public offering (the “Public
Shares”) for cash for a redemption price per share equal to the
amount then held in the Trust Account, but net of taxes
payable, divided by the total number of Public Shares then
outstanding (which redemption will completely extinguish such
holders’ rights as stockholders, including the right to receive
further liquidation distributions, if any), subject to applicable
law, and (iii) as promptly as reasonably possible following such
redemption, subject to approval of the Company’s then stockholders
and subject to the requirements of the Delaware General Corporation
Law (“DGCL”), including the adoption of a resolution by the Board
of Directors pursuant to Section 275(a) of the DGCL finding the
dissolution of the Company advisable and the provision of such
notices as are required by said Section 275(a) of the DGCL,
dissolve and liquidate, subject (in the case of clauses (ii) and
(iii) above) to the Company’s obligations under the DGCL to provide
for claims of creditors and other requirements of applicable
law. As of the close of business on August 23, 2022,
there was approximately $53.5 million in the Trust Account,
representing a per share redemption amount of approximately $10.38
as of that date. If the Company is forced to liquidate, the Public
Shares will be deemed cancelled and will represent only the right
to receive the redemption amount.
If the Company is forced to liquidate, in order
to provide for the disbursement of funds from the Trust Account,
the Company will instruct Continental Stock Transfer & Trust
Company, the trustee of the Trust Account, to take all necessary
actions to immediately liquidate the Trust Account. The proceeds of
the Trust Account will be held in a non-interest-bearing account
while awaiting disbursement to the holders of the Public Shares.
Record holders may redeem their shares for their pro
rata portion of the proceeds of the Trust Account by
delivering their Public Shares to Continental Stock Transfer &
Trust Company, the Company’s transfer agent. Beneficial owners
of Public Shares held in “street name,” however, will not need to
take any action in order to receive the redemption amount. The
redemption of the Public Shares is expected to be completed within
ten business days thereafter.
The Company’s initial stockholders have waived
their redemption rights with respect to its outstanding common
stock issued prior to the Company’s initial public offering.
There will be no redemption rights or
liquidating distributions with respect to the Company’s warrants,
which will expire worthless.
About Ackrell SPAC Partners I
Co.
Ackrell SPAC Partners I Co. is a blank check
company formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses.
Cautionary Note Regarding
Forward-Looking Statements
This press release may include, and oral
statements made from time to time by representatives of the Company
may include, “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Statements
regarding possible business combinations and the financing thereof,
and related matters, as well as all other statements other than
statements of historical fact included in this press release are
forward-looking statements. When used in this press release, words
such as “anticipate,” “believe,” “continue,” “could,” “estimate,”
“expect,” “intend,” “may,” “might,” “plan,” “possible,”
“potential,” “predict,” “project,” “should,” “would” and similar
expressions, as they relate to us or our management team, identify
forward-looking statements. Such forward-looking statements are
based on the beliefs of management, as well as assumptions made by,
and information currently available to, the Company’s management.
Actual results could differ materially from those contemplated by
the forward-looking statements as a result of certain factors
detailed in the Company’s filings with the Securities and Exchange
Commission (“SEC”). All subsequent written or oral forward-looking
statements attributable to us or persons acting on our 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 registration statement and
prospectus for the Company’s initial public offering and other
reports filed with the SEC. The Company undertakes no obligation to
update these statements for revisions or changes after the date of
this release, except as required by law.
Investor Contact:
Ackrell SPAC Partners I Co.(650)
560-4753Info@ackrellspac.com
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