Item 8.01 Other Events.
On
June 14, 2023, the Company filed a supplement (the “Proxy Supplement”) to its proxy statement dated June 7, 2023 (the
“Extension Proxy Statement”) in connection with the extraordinary general meeting of the Company (the “Meeting”)
scheduled to be held on June 20, 2023. The Proxy Supplement announces (i) the terms of the funds to be deposited into the Company’s
trust account in connection with the proposed extension of time in which the Company must complete an initial business combination or
liquidate the trust account that holds the proceeds of the Company’s initial public offering (the “Extension”); (ii)
that the Company plans to open the Meeting as scheduled on June 20, 2023, at 9:00 a.m. Eastern Time, subject to the consent of the members
of the Company constituting a quorum as set out in the Company's amended and restated articles of association, and then immediately adjourn
the Meeting to June 22, 2023 at 11:30 a.m. Eastern Time; and (iii) that because the Company intends to adjourn the Meeting to June 22,
2023, the redemption deadline will be extended to 5:00 p.m. on June 20, 2023.
Shareholders who have
previously submitted shares for redemption or who have voted by proxy do not need to do anything prior to the Meeting unless they change
their decision as to redemption or voting.
The foregoing description
of the Proxy Supplement is not complete and is qualified in its entirety by reference to the text of such document, which was filed
with the Securities and Exchange Commission on June 14, 2023, and is incorporated herein by reference.
Additional Information
and Where to Find It
The
Company has filed the Extension Proxy Statement to be used to seek shareholder approval to, among other things, extend the time the Company
has to consummate an initial business combination. The Company has mailed the Extension Proxy Statement to its shareholders of record
as of May 25, 2023 on or about June 8, 2023. The Company has filed a Proxy Supplement to the Extension Proxy Statement on June 14, 2023.
Investors and security holders of the Company are advised to read the Extension Proxy Statement, the Proxy Supplement and any amendments
or supplements thereto, because these documents contain or will contain important information about the Extension and the Company. Shareholders
will also be able to obtain copies of the Extension Proxy Statement and the Proxy Supplement, without charge, at the SEC’s website
at www.sec.gov or by directing a request to: Coliseum Acquisition Corp., 80 Pine Street, Suite 3202, New York, NY 10005.
Participants in the
Solicitation
The
Company and its directors and executive officers may be considered participants in the solicitation of proxies with respect to the Extension
under the rules of the SEC. Information about the directors and executive officers of the Company and a description of their interests
in the Company and the Extension are set forth in the Company’s Annual Report on Form 10-K for the year ended December 31,
2022, which was filed with the SEC on April 17, 2023 (the “Annual Report”), the definitive Extension Proxy Statement which
was filed with the SEC on June 7, 2023, and the Proxy Supplement which was filed with the SEC on June 14, 2023. These documents can be
obtained free of charge from the sources indicated above.
Forward-Looking Statements
Certain
statements made in this Current Report are “forward looking statements” within the meaning of the “safe harbor”
provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this Current Report, the words “estimates,”
“projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,”
“believes,” “seeks,” “may,” “will,” “should,” “future,” “propose”
and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify
forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve
a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s
control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important
factors, among others, that may affect actual results or outcomes include: the risk that approval of the Company’s shareholders
for the Extension is not obtained; the inability of the Company to enter into a definitive agreement with respect to an initial business
combination within the time provided in the Company’s amended and restated memorandum and articles of association; the level of
redemptions made by the Company’s shareholders in connection with the Extension and its impact on the amount of funds available
in the Company’s trust account to complete an initial business combination; and those factors discussed in the Annual Report under
the heading “Risk Factors,” and other documents of the Company filed, or to be filed, with the SEC. The Company does not undertake
any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise,
except as required by law.