QUESTIONS AND ANSWERS ABOUT THE EXTRAORDINARY GENERAL MEETING
These Questions and Answers are only summaries of the matters they discuss. They do not contain all of the information that may be important to you.
You should read carefully the entire document, including any annexes to this proxy statement.
Q: Why am I receiving this proxy statement?
A: This proxy statement and the enclosed proxy card are being sent to you in connection with the solicitation of proxies by our Board for use at
the Extraordinary General Meeting to be held at the offices of White & Case LLP, located at 1221 Avenue of the Americas, New York, NY 10020 and virtually via live webcast at https://www.cstproxy.com/lamfglobal/2023 on [●],
2023, or at any adjournments and/or postponements thereof. This proxy statement summarizes the information that you need to make an informed decision on the proposals to be considered at the Extraordinary General Meeting.
This proxy statement and the enclosed proxy card are being sent to you in connection with the solicitation of proxies by our Board for use at the
Extraordinary General Meeting to be held at the offices of White & Case LLP, located at 1221 Avenue of the Americas, New York, NY 10020 and virtually via live webcast at https://www.cstproxy.com/lamfglobal/2023 on [●], 2023,
or at any adjournments and/or postponements thereof. This proxy statement summarizes the information that you need to make an informed decision on the proposals to be considered at the Extraordinary General Meeting.
The Company is a blank check company incorporated on July 20, 2021 as a Cayman Islands exempted company for the purpose of effecting a business
combination.
On November 16, 2021, the Company consummated its initial public offering (IPO) of 25,300,000 units,
including the issuance of 3,300,000 units as a result of the underwriters full exercise of their over-allotment option. Each unit consists of one Class A Ordinary Share and one-half of one
redeemable warrant to purchase one Class A Ordinary Share (public warrants).
Prior to the consummation of its IPO, on
September 3, 2021, the sponsor, LAMF SPAC Holdings I LLC, a Cayman Islands limited liability company (the Sponsor), paid $25,000, or approximately $0.003 per share, to cover formation costs in exchange for an aggregate
of 7,666,667 Class B ordinary shares, par value $0.0001 per share (the Founder Shares). On November 10, 2021, the Company effected a share capitalization pursuant to which an additional 766,666 Founder Shares were
issued to the Sponsor, resulting in an aggregate of 8,433,333 Founder Shares outstanding.
Simultaneously with the closing of the IPO, the Company
consummated the sale of 1,106,000 private placement units (the Private Placement Units) at a price of $10.00 per Private Placement Unit in a private placement to our Sponsor, generating gross proceeds of $11,060,000. Each
Private Placement Unit consists of one Class A ordinary share, par value $0.0001 per share (the Private Placement Shares), and one-half of one redeemable warrant (the
Private Placement Warrants, and together with the Public Warrants, the Warrants).
Following the IPO,
the full exercise of the underwriters over-allotment option, and the sale of the Private Placement Units, a total of $258,060,000 (which amount includes $9,915,000 of deferred underwriting fees) was placed in a U.S.-based trust account (the
Trust Account) at J.P. Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company (Continental), acting as trustee. The Companys charter provides for the
return of the IPO proceeds held in the Trust Account to the holders of public shares if we do not complete a business combination by May 16, 2023.
While the Company is currently in discussions regarding various business combination opportunities, the Board has determined that there will not be sufficient
time before the Current Outside Date to complete an business combination. Accordingly, the Board has determined that it is in the best interests of the Companys shareholders to extend the date by which the Company has to complete a business
combination to the Extended Date or the Additional Extended Date, as applicable.
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