Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material
October 12 2023 - 9:48AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
14A
Proxy Statement Pursuant to Section 14(a)
of the
Securities Exchange Act of 1934
Filed by the Registrant |
|
☒ |
Filed by a Party other than the Registrant |
|
☐ |
Check the appropriate box:
☐ |
Preliminary Proxy Statement |
☐ |
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material under §240.14a-12 |
METAL
SKY STAR ACQUISITION CORPORATION
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if
other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
☒ |
No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Fee paid previously with preliminary materials. |
Explanatory Note
Metal Sky Star
Acquisition Corporation (“MSSA,” “Metal Sky Star,” “we,” “our,” or “us”)
is filing these definitive additional proxy materials with respect to the definitive proxy statement filed by Metal Sky Star with
the Securities and Exchange Commission (the “SEC”) on October 10, 2023 (the “Definitive Proxy Statement”)
for the Extraordinary General Meeting of Shareholders scheduled for October 30, 2023 in order to correct certain clerical errors
contained in the Definitive Proxy Statement. All other information in the Definitive Proxy Statement
remains unchanged.
SUPPLEMENT TO THE DEFINITIVE PROXY STATEMENT
The following disclosures
should be read in conjunction with the disclosures contained in the Definitive Proxy Statement, which should be read in its entirety.
To the extent the information set forth herein differs from or updates information contained in the Definitive Proxy Statement, the information
set forth herein shall supersede or supplement the information in the Definitive Proxy Statement. The terms used below, unless otherwise
defined, have the meanings set forth in the Definitive Proxy Statement.
The fourth paragraph on the second page of the
Notice of Extraordinary General Meeting of Shareholders is hereby amended and restated as follows:
The per-share pro rata portion
of the trust account was approximately $10.82 as of the Record Date. The closing price of Metal Sky Star’s shares on the Record
Date was $10.89. Metal Sky Star cannot assure shareholders that they will be able to sell their shares of Metal Sky Star in the open market,
as there may not be sufficient liquidity in its securities when shareholders wish to sell their shares.
The second paragraph on page 17 of the Definitive
Proxy Statement is hereby amended and restated as follows:
On
January 26, 2023, we held an extraordinary general meeting of our shareholders and our shareholders approved a proposal to amend
our amended and restated memorandum and articles of association to extend the date by which we have to consummate a business combination
twelve (12) times for an additional one (1) month each time to February 5, 2024. In connection with this vote on the proposal to
amend our amended and restated memorandum and articles of association, holders of our public shares were entitled to exercise their redemption
rights and public shareholders tendered an aggregate of 5,885,324 public shares for redemption. As a result of the exercise
of the redemption right, 5,614,676 public shares remain unredeemed. As of the Record Date, the balance of the Trust Account
is $60,787,236.
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