Kismet Acquisition Three Corp. Will Redeem Its Public Shares and Will Not Consummate an Initial Business Combination
20 Februar 2023 - 5:00PM
Kismet Acquisition Three Corp. (Nasdaq: KIII) (the “Company”) today
announced that it will redeem all of its outstanding Class A
ordinary shares (the “public shares”), effective as of the close of
business on February 22, 2023 (the “Redemption Date”), because the
Company will not complete an initial business combination within
the time period required by its amended and restated memorandum and
articles of association.
Pursuant to the Company’s amended and restated memorandum and
articles of association, if the Company has not completed an
initial business combination by February 22, 2023, the Company will
take all action necessary to (i) cease all operations except for
the purpose of winding up, (ii) as promptly as reasonably possible
but no more than ten (10) business days thereafter to redeem the
outstanding public shares on a pro rata basis, in cash at a
per-share amount equal to the aggregate amount on deposit in the
trust account (including interest not previously released to the
Company, which shall be net of taxes payable, and less interest to
pay dissolution expenses) divided by the number of outstanding
public shares; and (iii) as promptly as reasonably possible
following such redemption, subject to the approval of its remaining
shareholders and directors, liquidate and dissolve the Company,
subject to the Company’s obligations under the Cayman Islands law
to provide for claims of creditors and the requirements of other
applicable law.
The per-share redemption price for the public shares is expected
to be approximately $10.19 (the “Redemption Amount”). In accordance
with the terms of the related trust agreement, the Company expects
to retain interest earned on the funds deposited in the trust
account to pay $100,000 of dissolution expenses.
As of the close of business on the Redemption Date, the public
shares will be deemed to no longer be outstanding and will
represent only the right to receive the Redemption Amount for each
such public share.
The Redemption Amount will be payable to the holders of the
public shares upon presentation of their respective stock or unit
certificates or other delivery of their shares or units to the
Company’s transfer agent, Continental Stock Transfer & Trust
Company. Beneficial owners of public shares held in “street name,”
however, will not need to take any action in order to receive the
Redemption Amount.
There will be no redemption rights or liquidating distributions
with respect to the Company’s warrants, which will expire
worthless.
Following the redemption of the public shares, the Company
expects to file a Form 15 with the Securities and Exchange
Commission to terminate the registration of its securities under
the Securities Exchange Act of 1934, as amended.
About Kismet Acquisition Three
Corp.
Kismet Acquisition Three Corp. is a special purpose acquisition
company formed for the purpose of acquiring, engaging in a share
exchange, share reconstruction and amalgamation, contractual
control arrangement with, purchasing all or substantially all of
the assets of, or engaging in any other similar initial business
combination with one or more businesses or entities.
Forward-Looking Statements
This press release includes “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, including statements relating to the estimated per-share
redemption price and timing for redemptions. When used in this
press release, the words “could,” “should,” “will,” “may,”
“believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,”
the negative of such terms and other similar expressions are
intended to identify forward-looking statements, although not all
forward-looking statements contain such identifying words. These
forward-looking statements involve many risks and uncertainties
that could cause actual results to differ materially from those
expressed or implied by such statements, including. These
forward-looking statements speak only as of the date of the
foregoing communication, and the Company expressly disclaims any
obligation or undertaking to disseminate any updates or revisions
to any forward-looking statement contained herein to reflect any
change in its expectations with regard thereto or any change in
events, conditions or circumstances on which any such statement is
based. Please refer to the publicly filed documents of the Company,
including its most recent Annual Report on Form 10-K and Quarterly
Reports on Form 10-Q, for risks and uncertainties related to the
Company’s business which may affect the statements made in this
communication.
Contact:Kismet Acquisition Three Corp.+7 (499)
755-2134info@kismetcg.com
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