The Latest Non-Redemption Agreements: July 12, 2023
by Marlena Haddad on 2023-07-12 at 5:30pm

Latest Non-Redemption Agreements: Deep Medicine Acquisition Corp. and AP Acquisition Corp.

Deep Medicine Acquisition Corp. (DMAQ) Adds Non-Redemption Agreement

On July 11, 2023, Deep Medicine Acquisition Corp. (NASDAQ:DMAQ) and Bright Vision Sponsor LLC entered into certain non-redemption agreements with certain unaffiliated third parties in exchange for such third parties agreeing not to redeem certain shares of Class A common stock in connection with the special meeting to consider and approve an extension from July 29, 2023 to January 29, 2024.

In exchange for the foregoing commitments not to redeem such shares, the sponsor has agreed to transfer to such third parties certain shares of Class A Common Stock held by the sponsor immediately following consummation of an initial business combination if they continue to hold such shares through the meeting. Such founder shares had been issued to the sponsor upon conversion of the Class B common stock.

In addition, the company has agreed that, to mitigate the current uncertainty surrounding the implementation of the Inflation Reduction Act of 2022, funds held in the trust account will not be used to pay for any excise tax liabilities with respect to any future redemptions prior to or in connection with the extension, an initial business combination, or liquidation.

Deep Medicine and the sponsor have entered into Non-Redemption Agreements with two unaffiliated third parties with respect to a maximum aggregate of 22,606 Non-Redeemed Shares, and the sponsor has agreed to transfer a maximum aggregate of 8,138 Founder Shares pursuant to the Non-Redemption Agreements.


AP Acquisition Corp. (APCA) Adds Non-Redemption Agreement

On July 7, 2023, AP Acquisition Corp (NYSE:APCA) entered into a deed of non-redemption with TOKYO CENTURY CORPORATION in connection with the extraordinary general meeting of the SPAC’s shareholders to consider and approve the business combination.

Pursuant to the deed, the Non-Redeeming Shareholder agreed that it will not elect to redeem, tender or submit for redemption, or otherwise exercise its SPAC Shareholder Redemption Right with respect to, 500,000 Class A ordinary shares of SPAC.

In addition, the deed provides that the Non-Redeeming Shareholder shall not sell, transfer, tender, grant, pledge, assign or otherwise dispose of encumber, hedge or utilize a derivative to transfer the economic interest in or enter into any contracts, option or other arrangement with respect to the transfer of, any shares to any person other than pursuant to the business combination at closing.

The deed is expected to increase the amount of funds that will remain in the trust following the meeting.



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