UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of
the
Securities Exchange Act of 1934
Filed by the Registrant x
Filed by a Party other than the Registrant ¨
Check the appropriate box:
| ¨ |
Preliminary Proxy Statement |
| ¨ |
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ¨ |
Definitive Proxy Statement |
| x |
Definitive Additional Materials |
| ¨ |
Soliciting Material Pursuant to Section 240.14a-12 |
LATAMGROWTH SPAC
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement,
if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ¨ |
Fee paid previously with preliminary materials |
| ¨ |
Fee computed on table in exhibit required by Item 25(b) per Exchange Act
Rules 14a-6(i)(1) and 0-11. |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE
ACT OF 1934
Date of Report (Date of earliest
event reported): September 28, 2023
LatAmGrowth SPAC
(Exact name of registrant as
specified in its charter)
| Cayman Islands |
|
001-41246 |
|
98-1605340 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
Pedregal 24
8th Floor
Molino del Rey
Mexico City, Mexico |
|
11000 |
| (Address of principal executive offices) |
|
(Zip Code) |
+52 55 9178 9015
(Registrant’s telephone
number, including area code)
Not Applicable
(Former name or former address,
if changed since last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of
the Securities Exchange Act of 1934:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name of each exchange
on which registered |
| Units, each consisting of one Class A ordinary
share and one-half of one redeemable warrant |
|
LATGU |
|
The Nasdaq Stock Market LLC |
| Class A ordinary shares, par value $0.0001 per
share |
|
LATG |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an
emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
On September 28, 2023, LatAmGrowth SPAC, a Cayman
Islands exempt company (“we”, “us”, “our”, or the “Company”),
issued a press release announcing that extraordinary general meeting originally scheduled for September 21, 2023, which had previously
been adjourned to September 28, 2023 (the “Extraordinary General Meeting”) is being adjourned to October 5, 2023. At
the Extraordinary General Meeting, Company’s stockholders will be asked:
1. to
permit the Company to liquidate and wind up early by approving, as a special resolution, the amendment of the Company’s amended
and restated memorandum and articles of association to (i) advance the date by which the Company must consummate a merger, share exchange,
asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities from November
27, 2023 to the date after the Extraordinary General Meeting and (ii) allow the Company to remove up to $100,000 of interest earned on
the amount on deposit in the Trust Account prior to redeeming the Public Shares in connection with the Extraordinary General Meeting in
order to pay dissolution expenses of the Company; and
2. to
approve, as a special resolution, Amendment No. 2 to the Trust Agreement to allow the Company to remove up to $100,000 of interest earned
on the amount on deposit in the trust account established by the Trust Agreement prior to redeeming the Public Shares in connection with
the Extraordinary General Meeting in order to pay dissolution expenses of the Company.
As a result of this change, the Extraordinary
General Meeting will now be held at 2:00 p.m., Eastern Time, on October 5, 2023, exclusively via live webcast at the following address: https://www.cstproxy.com/latamgrowthspac/sm2023.
Also as a result of this change, the date and time by which stockholders seeking to exercise redemption rights must tender their public
shares physically or electronically and submit a request in writing that the Company redeem their public shares for cash to the Company’s
transfer agent, Continental Stock Transfer & Trust Company, is being extended to 5:00 p.m., Eastern Time, on October 3, 2023.
About LatAmGrowth SPAC
The Company is a blank check company formed for
the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with
one or more businesses. The Company intends to focus its search on high growth companies in Latin America, including Brazil, as well as
businesses in the United States that cater to the Hispanic community: (1) with significant technological advantages, and/or (2) that are
well positioned to benefit from the favorable structural and secular trends of the emerging middle class.
Additional Information and Where to Find It
The definitive proxy statement has been mailed
to the Company’s stockholders. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT
MATERIALS BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY. Investors and security holders may obtain free copies of these
documents and other documents filed with the SEC at the SEC’s web site at www.sec.gov. In addition, the documents filed by Company
with the SEC may be obtained free of charge by contacting Company at Pedregal 24, 8th Floor, Molino del Rey, 11000, Mexico City, Mexico.
If you have questions about the proposals or if you need additional copies of the Proxy Statement you should contact our proxy solicitor:
Morrow Sodali LLC
333 Ludlow Street, 5th Floor, South Tower
Stamford, Connecticut 06902
Shareholders may call toll-free: (800)662-5200
Banks and Brokerage Firms, please call: (203)
658-9400
Email: LATG.info@investor.morrowsodali.com
Participants in the Solicitation
Company and its sponsor, officers and directors
may be deemed to be participants in the solicitation of proxies from Company stockholders. Information about Company’s sponsor,
officers and directors and their ownership of Company ordinary shares is set forth in the proxy statement for Company’s Extraordinary
General Meeting of Stockholders, which was filed with the SEC on August 30, 2023, and in Company’s Annual Report on Form 10-K for
the year ended December 31, 2022, which was filed with the SEC on April 19, 2023. Investors and security holders may obtain more detailed
information regarding the direct and indirect interests of the participants in the solicitation of proxies in connection with the transaction
by reading the preliminary and definitive proxy statements regarding the transaction, which were filed by Company with the SEC.
Non-Solicitation
This Current Report on Form 8-K is not a proxy
statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Extraordinary General
Meeting shall not constitute an offer to sell or a solicitation of an offer to buy the securities of the Company, nor shall there be any
sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration
or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus
meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
| Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is filed herewith:
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
LatAmGrowth SPAC |
| |
|
|
| Date: September 28, 2023 |
By: |
/s/ Gerard Cremoux |
| |
Name: |
Gerard Cremoux |
| |
Title: |
Chief Executive Officer, Chief Financial Officer and Director |
Exhibit
99.1
FOR IMMEDIATE RELEASE
LatAmGrowth SPAC Announces Adjournment of Extraordinary
General Meeting
New York, NY, September 28, 2023– LatAmGrowth
SPAC (“we”, “us”, “our”, or the “Company”), today announced
that the extraordinary general meeting originally scheduled for September 21, 2023, which had previously been adjourned to September 28,
2023 (the “Extraordinary General Meeting”) is being adjourned to October 5, 2023. At the Extraordinary General Meeting,
Company’s stockholders will be asked:
1. to
permit the Company to liquidate and wind up early by approving, as a special resolution, the amendment of the Company’s amended
and restated memorandum and articles of association to (i) advance the date by which the Company must consummate a merger, share exchange,
asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities from November
27, 2023 to the date after the Extraordinary General Meeting and (ii) allow the Company to remove up to $100,000 of interest earned on
the amount on deposit in the Trust Account prior to redeeming the Public Shares in connection with the Extraordinary General Meeting in
order to pay dissolution expenses of the Company; and
2. to
approve, as a special resolution, Amendment No. 2 to the Trust Agreement to allow the Company to remove up to $100,000 of interest earned
on the amount on deposit in the trust account established by the Trust Agreement prior to redeeming the Public Shares in connection with
the Extraordinary General Meeting in order to pay dissolution expenses of the Company.
As a result of this change, the Extraordinary
General Meeting will now be held at 10:00 a.m., Eastern Time, on October 5, 2023, exclusively via live webcast at the following address: https://www.cstproxy.com/latamgrowthspac/sm2023.
The record date for the stockholders to vote at
the Extraordinary General Meeting remains the close of business on August 22, 2023 (the “Record Date”). Stockholders
who have previously submitted their proxy or otherwise voted and who do not want to change their vote need not take any action. Stockholders
as of the Record Date can vote, even if they have subsequently sold their shares. In connection with the adjourned date, the Company has
further extended the deadline for holders of the Company’s Class A ordinary issued in the Company’s initial public offering
to submit their shares for redemption in connection with the Extraordinary General Meeting to 5:00 p.m. Eastern Time on October 3, 2023.
Stockholders who wish to withdraw their previously submitted redemption request may do so prior to the rescheduled meeting by requesting
that the transfer agent return such shares.
About LatAmGrowth SPAC
The Company is a blank check company formed for
the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with
one or more businesses. The Company intends to focus its search on high growth companies in Latin America, including Brazil, as well as
businesses in the United States that cater to the Hispanic community: (1) with significant technological advantages, and/or (2) that are
well positioned to benefit from the favorable structural and secular trends of the emerging middle class.
Additional Information and Where to Find It
The definitive proxy statement has been mailed
to the Company’s stockholders. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT
MATERIALS BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY. Investors and security holders may obtain free copies of these
documents and other documents filed with the SEC at the SEC’s web site at www.sec.gov. In addition, the documents filed by Company
with the SEC may be obtained free of charge by contacting Company at Pedregal 24, 8th Floor, Molino del Rey, 11000, Mexico City, Mexico.
If you have questions about the proposals or if you need additional copies of the Proxy Statement you should contact our proxy solicitor:
Morrow Sodali LLC
333 Ludlow Street, 5th Floor, South Tower
Stamford, Connecticut 06902
Shareholders may call toll-free: (800)662-5200
Banks and Brokerage Firms, please call: (203)
658-9400
Email: LATG.info@investor.morrowsodali.com
Participants in the Solicitation
Company and its sponsor, officers and directors
may be deemed to be participants in the solicitation of proxies from Company stockholders. Information about Company’s sponsor,
officers and directors and their ownership of Company ordinary shares is set forth in the proxy statement for Company’s Extraordinary
General Meeting of Stockholders, which was filed with the SEC on August 30, 2023, and in Company’s Annual Report on Form 10-K for
the year ended December 31, 2022, which was filed with the SEC on April 19, 2023. Investors and security holders may obtain more detailed
information regarding the direct and indirect interests of the participants in the solicitation of proxies in connection with the transaction
by reading the preliminary and definitive proxy statements regarding the transaction, which were filed by Company with the SEC.
Non-Solicitation
This press release is not a proxy statement or
solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Extraordinary General Meeting shall
not constitute an offer to sell or a solicitation of an offer to buy the securities of the Company, nor shall there be any sale of any
such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification
under the securities laws of such state or jurisdiction. No offer of securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as amended.
Contacts
Investors
LatAmGrowth SPAC
Gerard Cremoux
Chief Executive Officer & Chief Financial
Officer
cremoux@latamg.com
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