TIDMHMA1
RNS Number : 6578A
HIRO Metaverse Acquisitions I S.A.
25 May 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
THIS IS AN ANNOUNCEMENT AND NOT AN OFFER TO SELL OR AN INVITATION
TO PURCHASE OR SUBSCRIBE FOR ANY SECURITIES NOR A CIRCULAR OR
PROSPECTUS OR EQUIVALENT DOCUMENT AND INVESTORS OR PROSPECTIVE
INVESTORS SHOULD NOT MAKE INVESTMENT DECISIONS ON THE BASIS OF ITS
CONTENTS.
FOR IMMEDIATE RELEASE.
25 May 2023
HIRO METAVERSE ACQUISITIONS I S.A
Results of Redemption Election
Hiro Metaverse Acquisitions I S.A. (LSE: HMAI) ("HMAI" or the
"Company"), a special purpose acquisition company formed to focus
on a Business Combination, announces the results of the redemption
of its Public Shares (the "Redemption Election"), following the
amendment to the Articles in connection with the extension to the
deadline by which it may seek a business combination to 7 February
2024, duly approved by HMAI Shareholders at the Company's
Extraordinary General Meeting (the "EGM") held on 5 May 2023.
Results of the Redemption Election
The results of the Redemption Election were as follows:
Public Shares redeemed** Public Shares not redeemed**
Number %* Number %*
-------- ----------------- ------------
11,428,033 99.37 71,967 0.63
-------- ----------------- ------------
* Rounded to two decimal places.
** Excludes the Public Shares held by Hiro Sponsor 1 LLP.
The total number of Public Shares eligible for redemption at the
Redemption Record Time was 11,500,000, none of which were held in
treasury. Hiro Sponsor 1 LLP holds 345,000 Public Shares which were
not eligible for redemption.
For Public Shareholders who elected to redeem all or a portion
of their Public Shares, the price per-Public Share, payable in
cash, will be GBP10.52 per Public Share (comprising GBP10.00 per
Public Share representing the amount subscribed for by Public
Shareholders together with Public Shareholders' pro rata
entitlement to the Escrow Account Overfunding of GBP0.30 per Public
Share and accrued interest of GBP0.22 per Public Share), being the
aggregate amount on deposit in the escrow account opened with
Citibank N.A. (the "Escrow Account") as at the date of the EGM, 5
May 2023 (less taxes payable) divided by the number of the then
outstanding Public Shares (excluding the Overfunding Shares), being
11,500,000 Public Shares, subject always to such sums being
available for distribution in accordance with Articles 430-22 and
461-2 of the Luxembourg Company Law.
At the redemption amount of GBP10.52 per Public Share, the
expected total redemption amount will be GBP120,222,907. The
balance of approximately GBP757,000 (as at the date of the EGM, 5
May 2023) will remain in the Escrow Account.
Redemption Next Steps
As explained in the Company's announcement on 5 May 2023, the
redemption of the Public Shares held by a Public Shareholder does
not trigger the repurchase or redemption of the Public Warrants
held by such Public Shareholder (if any). Accordingly, Public
Shareholders whose Public Shares are redeemed by the Company will
retain all rights in respect of any Public Warrants that they may
hold at the time of such redemption.
Public Shareholders who elected to redeem a portion of, or who
did not elect to redeem any of, their Public Shares will continue
to have the right to redeem their remaining Public Shares in
accordance with the Articles, including upon a Business Combination
or in the event that a Business Combination is not consummated
prior to the new Business Combination Deadline of 7 February
2024.
Public Shareholders who did elect to redeem all or a portion of
their Public Shares on or before the Election Return Time shall
have such Public Shares redeemed and payment in respect of such
Public Shares will be made by the Depositary as soon as practicable
(expected to be no later than 2 June 2023).
Capitalised terms used but not defined in this announcement have
the meanings given to them in the Appendix.
The information contained in this announcement is deemed by HMAI
to constitute inside information for the purposes of Article 7 of
the UK Market Abuse Regulation. By the publication of this
announcement via a Regulatory Information Service, this inside
information is now considered to be in the public domain. The
person responsible for arranging for the release of this
announcement on behalf of HMAI is Luke Alvarez, Executive
Director.
The LEI of HMAI is 222100X27S5HMALJTB53.
DISCLAIMER:
These materials may not be published, distributed or transmitted
in the United States, Canada, Australia or Japan. These materials
do not constitute an offer of securities for sale or a solicitation
of an offer to purchase securities (the "Securities") of HMAI in
the United States, Australia, Canada, Japan or any other
jurisdiction in which such offer or solicitation is unlawful. The
Securities may not be offered or sold in the United States absent
registration or an exemption from registration under the U.S.
Securities Act of 1933, as amended (the "Securities Act"). There
will be no public offering of the Securities in the United States.
The Securities have not been, and will not be, registered under the
Securities Act. The Securities referred to herein may not be
offered or sold in Australia, Canada or Japan or to, or for the
account or benefit of, any national, resident or citizen of
Australia, Canada or Japan, subject to certain exceptions.
This publication constitutes neither an offer to sell nor a
solicitation to buy securities. In the United Kingdom, this
announcement is only being distributed to, and is only directed at,
qualified investors, within the meaning of Regulation (EU) No
2017/1129 as it forms part of UK law by virtue of the European
Union (Withdrawal) Act 2018 who are also (i) investment
professionals falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as
amended (the "Order"), (ii) persons falling within Article 49(2)(a)
to (d) of the Order (high-net-worth companies, unincorporated
associations, etc.) or (iii) persons to whom an invitation or
inducement to engage in investment activity (within the meaning of
section 21 of the Financial Services and Markets Act 2000) in
connection with the redemption of any Securities may otherwise
lawfully be communicated or caused to be communicated (all such
persons together being referred to as "Relevant Persons"). This
announcement is directed only at Relevant Persons and must not be
acted on or relied on by persons who are not Relevant Persons. Any
investment or investment activity to which this announcement
relates is available only to Relevant Persons and will be engaged
in only with Relevant Persons.
This announcement may contain forward-looking statements.
Forward-looking statements are statements that are not historical
facts and may be identified by words such as "plans", "targets",
"aims", "believes", "expects", "anticipates", "intends",
"estimates", "will", "may", "continues", "should" and similar
expressions. These forward-looking statements reflect, at the time
made, HMAI's beliefs, intentions and current targets/aims
concerning, among other things, HMAI's results of operations,
financial condition, liquidity, prospects, growth and strategies.
Forward-looking statements involve risks and uncertainties because
they relate to events and depend on circumstances that may or may
not occur in the future.
The forward-looking statements speak only as of the date of this
announcement. HMAI expressly disclaims any obligation or
undertaking to release any updates or revisions to any
forward-looking statements to reflect any change in its
expectations with regard thereto or any changes in events,
conditions or circumstances on which any forward-looking statements
are based. No representation or warranty is made that any of these
forward-looking statements or forecasts will come to pass or that
any forecast result will be achieved. Undue influence should not be
given to, and no reliance should be placed on, any forward-looking
statement.
Appendix
Definitions
The following definitions apply throughout this announcement
unless the context requires otherwise.
"Articles" the Articles of Incorporation of the Company
as in force at the time of this announcement;
"Business Combination" a business combination between HMAI and
a target company;
"Business Combination the deadline by which the Company must
Deadline" complete a Business Combination;
"Business Combination the extension of the Initial Business
Extension" Combination Deadline to 7 February 2024;
"Company" or "HMAI" Hiro Metaverse Acquisitions I S.A., a
company incorporated in Luxembourg;
"CREST" the relevant system (as defined in the
Uncertificated Securities Regulations
2001 (SI 2001/3755)) in respect of which
Euroclear UK & International Limited is
the Operator (as defined in the Regulations);
"Depositary" means Link Market Services Trustees Limited
or any other depositary appointed by the
Company from time to time;
"Election Return Time" 1:00 p.m. on 24 May 2023;
"Escrow Account" the escrow account opened by the Company
with Citibank, N.A., London Branch;
"Escrow Account Overfunding" the additional GBP3,450,000 funds committed
by the Sponsor to the Company through
the private placement of 345,000 Public
Shares and 172,500 Public Warrants, each
subscribed for by the Sponsor at the time
of the Company's IPO;
"EGM" or the "Extraordinary the general meeting of the Company held
General Meeting" on 5 May 2023 to approve the Business
Combination Extension;
"Initial Business Combination 7 May 2023;
Deadline "
"IPO" the initial public offering of the Company
on 7 February 2022;
"IPO Prospectus" the Company's IPO prospectus dated 2 February
2022;
"Luxembourg Company the Luxembourg law of 10 August 1915 on
Law" commercial companies, as amended;
"Ordinary Shares" the Sponsor Shares and the Public Shares;
"Overfunding Shares" 345,000 Public Shares subscribed for by
the Sponsor in connection with the Escrow
Account Overfunding;
"Public Shareholders" the holders of Public Shares;
"Public Shares" the Class A Ordinary Shares of the Company;
"Public Warrants" the warrants in respect of Public Shares
issued to holders of Public Shares;
"Redemption Record close of business (6:00 p.m. BST) on 5
Time" May 2023;
"Shareholder" or "HMAI a holder of Ordinary Shares, including
Shareholder" a holder of Public Shares and a holder
of Sponsor Shares;
"Sponsor" Hiro Sponsor I LLP, a limited liability
partnership incorporated in England and
Wales, with registration number OC439442
and whose registered office is at 18th
Floor, The Scalpel, 52 Lime Street, London,
United Kingdom, EC3M 7A; and
"Sponsor Shares" the 2,875,000 Class B Ordinary Shares
of the Company initially held by the Sponsor
as set out in the IPO Prospectus. For
the avoidance of doubt, the Class B Ordinary
Shares are not admitted to trading on
a stock exchange.
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END
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