Prior to a general meeting to approve any of the following matters, a SPAC must provide its shareholders with the opportunity to elect to redeem all or part of their holdings of SPAC Shares (for an amount per SPAC Share which must be not less than the price at which the SPAC Shares were issued at the SPAC’s initial offering) to be paid out of the monies held in the escrow account referred to in rule 18B.16:
(1) the continuation of the SPAC following a material change referred to in rule 18B.32;
(2) a De-SPAC Transaction referred to in rule 18B.53; or
(3) the extension of any of the deadlines referred to in rule 18B.69 or 18B.70.
A SPAC must provide a period for the elections referred to in rule 18B.57 starting on the date of the notice of the general meeting to approve the relevant matter(s) referred to in rule 18B.57 and ending on the date and time of commencement of that general meeting. The notice of the meeting should inform shareholders that they have the opportunity to elect to exercise their redemption right referred to in rule 18B.57.
The redemption and the return of funds to the redeeming SPAC shareholders must be completed:
(1) in the case of a shareholder vote referred to in rule 18B.57(2), within five business days following completion of the associated De-SPAC Transaction; and
(2) in the case of a shareholder vote referred to in rule 18B.57(1) or (3), within one month of the approval of the relevant resolution at a general meeting.
A SPAC must not limit the number of SPAC Shares a shareholder (alone or together with their close associates) may redeem.
A SPAC must not accept elections to redeem unless those elections are accompanied by delivery of the relevant number of shares.
SPAC Shares that have been redeemed in accordance with rule 18B.59 must be cancelled.
A SPAC must announce the amount of share redemption as soon as practicable after the general meeting referred to in rule 18B.57.