TMT Acquisition Corp Announces Changes to Contribution to Trust Account and the Use of Funds in Trust Account to Pay Dissolution Expenses in Connection with Extension Amendment Proposal
25 September 2024 - 6:55PM
TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the
“Company”) announced today that if the proposal to amend the
Company’s Amended and Restated Memorandum and Articles of
Association, which provides that the Company may elect to extend
the date by which the Company has to consummate a business
combination (the “Combination Period”) for a total of up to five
(5) times, as follow: (i) two (2) times for an additional three (3)
months each time from March 30, 2024 to September 30, 2024 (the
“First Extension Period”); and subsequently (ii) three (3) times,
for an additional one (1) month each time, from September 30, 2024
to December 30, 2024 (the “Second Extension Period”), if requested
by the Sponsor (as defined herein) and upon two calendar days’
advance notice prior to the applicable deadline (such proposal, the
“Extension Amendment Proposal”), is approved at the Company’s
previously announced extraordinary general meeting, as subsequently
postponed or adjourned (the “Meeting”), and the extension is
implemented, its sponsor, 2TM Holding LP, or its sponsor’s
designees will contribute to the Company as a loan $140,000 for
each month during the additional one (1) month extensions in the
Second Extension Period from September 30, 2024 to December 30,
2024 (“Contribution”), that is needed to complete an initial
business combination. In addition, if the Extension Amendment
Proposal is approved, the funds held in the Trust Account shall not
be used to pay dissolution expenses.
Each Contribution will be deposited in the
Company’s trust account on or prior to the date of the applicable
deadline. Any Contribution is conditioned upon the implementation
of the Extension Amendment Proposal. No Contribution will occur if
the Extension Amendment Proposal is not approved. The amount of
each Contribution will not bear interest to the sponsor as a loan
and will be repayable by the Company to the sponsor or its
designees upon consummation of the business combination. If the
Company opts not to utilize any remaining portion of the
extensions, then the Company will liquidate and dissolve promptly
in accordance with its Amended and Restated Memorandum and Articles
of Association, and the sponsor’s obligation to make additional
contributions will terminate.
The record date for determining the Company
shareholders entitled to receive notice of and to vote at the
Meeting remains the close of business on August 30, 2024 (the
“Record Date”). Shareholders as of the Record Date can vote, even
if they have subsequently sold their shares. Shareholders who have
previously submitted their proxies or otherwise voted and who do
not want to change their vote need not take any action.
Shareholders who have not yet done so are encouraged to vote as
soon as possible.
If any shareholder has questions or needs
assistance in connection with the Meeting, please contact the
Company’s proxy solicitor, LAUREL HILL ADVISORY GROUP, LLC, 2
Robbins Lane, Suite 201, Jericho, New York 11753, Tel (855)
414-2266, Fax (516) 933-3108, Email: info@laurelhill.com.
Forward-Looking Statements
This press release includes
“forward-looking statements” within the meaning of the safe harbor
provisions of the United States Private Securities Litigation
Reform Act of 1995. Certain of these forward-looking statements can
be identified by the use of words such as “believes,” “expects,”
“intends,” “plans,” “estimates,” “assumes,” “may,” “should,”
“will,” “seeks,” or other similar expressions. Such statements may
include, but are not limited to, statements regarding the Meeting
and the proposed Contribution. These statements are based on
current expectations on the date of this press release and involve
a number of risks and uncertainties that may cause actual results
to differ significantly. The Company does not assume any obligation
to update or revise any such forward-looking statements, whether as
the result of new developments or otherwise. Readers are cautioned
not to put undue reliance on forward-looking statements.
Additional Information and Where to Find
It
On September 9, 2024, the Company filed a
definitive proxy statement with the Securities and Exchange
Commission (the “SEC”) in connection with its solicitation of
proxies for the Meeting. INVESTORS AND SECURITY HOLDERS OF THE
COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT (INCLUDING
ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER DOCUMENTS THE
COMPANY FILES WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY
BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION.
Investors and security holders will be able to obtain free copies
of the definitive proxy statement (including any amendments or
supplements thereto) and other documents filed with the SEC through
the web site maintained by the SEC at www.sec.gov or by directing a
request to the Company’s proxy solicitor at LAUREL HILL ADVISORY
GROUP, LLC, 2 Robbins Lane, Suite 201, Jericho, New York 11753, Tel
(855) 414-2266, Fax (516) 933-3108,
Email: info@laurelhill.com.
Participants in the
Solicitation
The Company and its respective directors and
officers may be deemed to be participants in the solicitation of
proxies from shareholders in connection with the Meeting.
Additional information regarding the identity of these potential
participants and their direct or indirect interests, by security
holdings or otherwise, is set forth in the definitive proxy
statement. You may obtain free copies of these documents using the
sources indicated above.
Contact
Dajiang GuoEmail:
dguo@tmtacquisitioncorp.comTel.: 347-627-0058
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