Ahren Acquisition Corp. Announces Redemption of Shares
June 07 2023 - 4:30PM
Ahren Acquisition Corp. (Nasdaq: AHRN) (the “Company”) today
announced its board of directors (the “Board”) has determined to
redeem all of its outstanding Class A ordinary shares (the “Class A
Shares”), effective as of June 19, 2023, because the Company will
not consummate an initial business combination within the time
period required by its amended and restated memorandum and articles
of association (the “Articles”).
Pursuant to the Articles, if the Company does
not consummate an initial business combination by June 17, 2023,
the Company will: (i) cease all operations except for the purpose
of winding up, (ii) as promptly as reasonably possible but not more
than ten business days thereafter, redeem the public shares, at a
price payable in cash, equal to the aggregate amount then on
deposit in the trust account, including interest earned on the
funds held in the trust account and not previously released to the
Company (less taxes payable and up to $100,000 of interest to pay
dissolution expenses), divided by the number of then public shares
in issue, which redemption will completely extinguish public
shareholders’ rights as shareholders (including the right to
receive further liquidation distributions, if any), and (iii) as
promptly as reasonably possible following such redemption, subject
to the approval of our remaining shareholders and the Board,
liquidate and dissolve, subject, in the case of clauses (ii) and
(iii), to our obligations under Cayman Islands law to provide for
claims of creditors and in all cases subject to other requirements
of applicable law.
The Company anticipates that the last day of
trading in the Company’s Class A Shares will be June 16, 2023 and
that, as of the open of business on June 20, 2023, the Class A
Shares will be suspended from trading, will be deemed cancelled and
will represent only the right to receive the per-share redemption
price for the public shares of approximately $10.49 (the
“Redemption Amount”), based on the balance of the trust account as
of May 31, 2023 which was approximately $314,811,496. In accordance
with the terms of the related trust agreement, the Company expects
to retain $100,000 of the interest and dividend income from the
trust account to pay dissolution expenses.
The Redemption Amount will be payable to the
holders of the Class A Shares upon presentation of their respective
share or unit certificates or other delivery of their shares or
units to the Company’s transfer agent, Continental Stock Transfer
& Trust Company. Beneficial owners of Class A Shares held in
“street name,” however, will not need to take any action in order
to receive the Redemption Amount.
There will be no redemption rights or
liquidating distributions with respect to the Company’s warrants.
The Company’s initial shareholders have waived their redemption
rights with respect to the outstanding Class B ordinary shares
issued prior to the Company’s initial public offering.
The Company expects that Nasdaq will file a Form
25 with the U.S. Securities and Exchange Commission (the “SEC”) to
delist its securities. The Company thereafter expects to file a
Form 15 with the SEC to terminate the registration of its
securities under the Securities Exchange Act of 1934, as
amended.
Cautionary Note Concerning Forward-Looking
Statements
This press release contains statements that
constitute “forward-looking statements”. Statements regarding the
Company’s plans to redeem the Class A Shares and liquidate and
dissolve in accordance with its Articles, as well as all other
statements other than statements of historical fact included in
this press release, are forward-looking statements. When used in
this press release, words such as “anticipates”, “expects”, and
similar expressions, as they relate to the Company and its
management team, identify forward-looking statements. Such
forward-looking statements are based on the beliefs of management,
as well as assumptions made by, and information currently available
to, the Company’s management. Forward-looking statements are
subject to numerous conditions, many of which are beyond the
control of the Company, including those set forth in the Risk
Factors section of the Company’s Annual Report on Form 10-K filed
with the SEC (www.sec.gov). The Company undertakes no obligation to
update these statements for revisions or changes after the date of
this release, except as required by law.
# # # CONTACT: Investor Relations, Ahren Acquisition
Corp. info@ahrenacq.com
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