Innovative International (NASDAQ:IOAC) announced in an 8-K that it has removed its earnout shares in connection to its combination with car sharing program Zoomcar.
On November 30, IOAC and Zoomcar agreed to a letter agreement regarding the release of 20 million earnout shares, which were originally intended to be placed in an escrow account upon the consummation of the combination. This agreement was integral to Zoomcar’s efforts to secure consent from its shareholders for the transaction and related matters, such as proposed amendments to Zoomcar’s certificate of incorporation and investor rights agreement.
If Zoomcar secures the required approval from its stockholders, the parties of the agreement will then promptly amend the merger agreement following the closing. This amendment specifically aims to remove the conditions of the earnout shares, allowing for their immediate release from escrow and distribution to Zoomcar Stockholders.
Innovative International was facing a completion deadline of November 29, but received shareholder approval at a meeting yesterday to extend this timeline by an additional month until December 29.
The SPACinked its $456 million deal with Zoomcar in October 2022. The transaction did not initially include a PIPE, but the parties were able to secure a $10 million convertible promissory note just a week after deal announcement. Bangalore, India-based Zoomcar operates a car sharing service that empowers host entrepreneurs to safely and easily share their cars to earn additional passive income.
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