WESTBURY, N.Y., July 28,
2023 /PRNewswire/ -- Kensington Capital Acquisition
Corp. V (NYSE: KCGI.U) (the "Company") announced that on
July 28, 2023 it filed a definitive
proxy statement (the "Definitive Proxy Statement") for the
solicitation of proxies in connection with an extraordinary general
meeting (the "Extraordinary General Meeting") of the Company's
shareholders to be held on August 15,
2023 to consider and vote on, among other proposals, an
amendment to the Company's Amended and Restated Memorandum and
Articles of Association, to extend the date by which the Company
must consummate a business combination from August 17, 2023 to August
17, 2024 (such proposal, the "Extension Amendment
Proposal"). The Extension Amendment Proposal is described in more
detail in the Definitive Proxy Statement.
If the Extension Amendment Proposal is not approved at the
Extraordinary General Meeting, the Company will (i) cease all
operations except for the purpose of winding up, (ii) as promptly
as reasonably possible but not more than ten business days
thereafter, redeem all of the Company's Class A ordinary shares
(the "Public Shares") included as part of the units sold in the
Company's initial public offering (the "IPO") that was consummated
on August 17, 2021, at a per-share
price, payable in cash, equal to the aggregate amount then on
deposit in the trust account (the "Trust Account") established in
connection with the IPO including interest earned on the funds held
in the Trust Account and not previously released to the Company to
pay its taxes, net of taxes payable (less up to $100,000 of interest to pay dissolution
expenses), divided by the number of then outstanding Public Shares,
which redemption will completely extinguish public shareholders'
rights as shareholders (including the right to receive further
liquidating distributions, if any), and (iii) as promptly as
reasonably possible following such redemption, subject to the
approval of the Company's remaining shareholders and its board of
directors, dissolve and liquidate, subject in each case to the
Company's obligations under Cayman
Islands law to provide for claims of creditors and the
requirements of other applicable law. Such redemption would occur
by the close of business on August 18,
2023 with the last day of trading of the Company's
securities on August 17, 2023.
About Kensington Capital Acquisition Corp. V
Kensington Capital Acquisition Corp. V is a special purpose
acquisition company formed for the purpose of effecting a merger,
stock purchase or similar business combination with a business in
the industrial sector. Kensington's management team of Justin Mirro, Dan
Huber, John Arney,
Peter Goode, and Julian Ameler is
supported by a board of independent directors including
William Kassling, Anders Pettersson, Mitchell Quain, Mark
Robertshaw, and Nickolas Vande
Steeg.
For more information, please contact
Dan Huber
Chief Financial Officer
dan@kensington-cap.com
(703) 674-6514
FORWARD-LOOKING STATEMENTS
This press release 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. All 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," "estimate," "expect," "intend" 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 (the "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 Annual Report on
Form 10-K filed with the SEC on April 3,
2023 and other documents 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.
IMPORTANT INFORMATION AND WHERE TO FIND IT
The Company will mail to its shareholders of record as of
July 25, 2023, the Definitive Proxy
Statement for the Extraordinary General Meeting to approve, among
other proposals, the Extension Amendment Proposal. The Company
urges investors, shareholders and other interested persons to read
the Definitive Proxy Statement as well as other documents filed
with the SEC, because these documents contain important
information. Shareholders may also obtain a copy of the Definitive
Proxy Statement, and other documents filed with the SEC, without
charge, through the website maintained by the SEC
at www.sec.gov. Shareholders will also be able to obtain a
copy of the Definitive Proxy Statement, without charge, by
directing a request to: Kensington Capital Acquisition Corp. V,
1400 Old Country Road, Suite 301, Westbury, NY 11590, Attention: Secretary.
PARTICIPANTS IN THE SOLICITATION
The Company and its directors and executive officers may be
deemed to be participants in the solicitation of proxies from the
Company's shareholders in connection with the Extraordinary General
Meeting. Security holders may obtain more detailed information
regarding the names, affiliations and interests of certain of the
Company's executive officers and directors in the solicitation by
reading the Company's Annual Report on Form 10-K filed with the SEC
on April 3, 2023, the Definitive
Proxy Statement and other relevant materials filed with the SEC
when they become available. Information concerning the interests of
the Company's participants in the solicitation, which may, in some
cases, be different from those of the Company's shareholders
generally, is set forth in the Definitive Proxy Statement.
NO OFFER OR SOLICITATION
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy any securities, or constitute a
solicitation of any vote or approval and shall not constitute an
offer to sell or a solicitation of an offer to buy the Company's
securities, nor shall there be any sale of any such securities in
any state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of such state or jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of the Securities Act of 1933, as amended.
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SOURCE Kensington Capital Acquisition Corp. V
