Item
8.01 Other Events.
On
November 3, 2022, Maquia Capital Acquisition Corporation (“Maquia” or the “Company”) issued a press release announcing
that its special meeting in lieu of annual meeting of stockholders (the “Meeting”), which was originally scheduled for Tuesday,
November 1, 2022 and was postponed to Thursday, November 3, 2022, has been adjourned to 10 a.m., Eastern Time, on November 4, 2022. At
the Meeting, stockholders will be asked to vote on a proposal to approve an extension of the date by which Maquia must consummate an
initial business combination from November 7, 2022 to May 7, 2023, or such earlier date as determined by the Company’s board of
directors (the “Charter Extension”).
As
a result of this change, the Meeting will now be held at 10:00 a.m., Eastern Time, on November 4, 2022, via a live webcast at https://www.cstproxy.com/maquiacapital/2022.
As
of 5:00 pm Eastern Time on November 2, 2022, Maquia has received requests to redeem a total of 14,781,810 shares of Class A common stock,
which requests may be withdrawn at any time prior to the Meeting, or such other date as the chairman of the board of directors may determine
to be the deadline for accepting withdrawals of such redemption requests. Stockholders who wish to withdraw their previously submitted
redemption requests may do so prior to the Meeting by requesting the Company’s transfer agent Continental Stock Transfer &
Trust Company to return such shares. If all of the redemption requests received by Maquia as of November 2, 2022 are satisfied by Maquia,
the 14,781,810 shares of Class A common stock, representing 82.61% of the total outstanding shares of Class A common stock of Maquia
as of November 2, 2022, would be redeemed.
A
copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Forward-Looking
Statements
This
Current Report on Form 8-K (the “Report”) includes forward-looking statements that involve risks and uncertainties. Forward-looking
statements are statements that are not historical facts. Such forward-looking statements are subject to risks and uncertainties, which
could cause actual results to differ from the forward-looking statements. These forward-looking statements and factors that may cause
such differences include, without limitation, uncertainties relating to the Company’s stockholder approval of the Charter Extension,
its inability to complete an initial business combination within the required time period or, and other risks and uncertainties indicated
from time to time in filings with the SEC, including the Company’s Annual Report on Form 10-K for the fiscal year ended December
31, 2021 under the heading “Risk Factors” and other documents the Company has filed, or to be filed, with the SEC. Readers
are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company expressly
disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein
to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on
which any statement is based.
Participants
in the Solicitation
The
Company and its directors, executive officers, other members of management and employees, under SEC rules, may be deemed to be participants
in the solicitation of proxies from the securityholders of the Company in favor of the approval of the Charter Extension. Investors and
security holders may obtain more detailed information regarding the names, affiliations and interests of the Company’s directors
and officers in the definitive proxy statement dated October 14, 2022 (the “Extension Proxy Statement”), which, when available,
may be obtained free of charge from the sources indicated above.
No
Offer or Solicitation
This
Report shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Charter
Extension. This communication shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall
there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus
meeting the requirements of Section 10 of the Securities Act or an exemption therefrom.
Additional
Information and Where to Find It
The
Company urges investors, stockholders and other interested persons to read the Extension Proxy Statement as well as other documents filed
by the Company with the SEC, because these documents will contain important information about the Company and the Charter Extension.
When available, stockholders may obtain copies of the Extension Proxy Statement, without charge, at the SEC’s website at www.sec.gov
or by directing a request to: Maquia Acquisition Corporation, 50 Biscayne
Boulevard, Suite 2406, Miami, FL 33132, e-mail: guillermo@maquiacapital.com.
Item 9.01. Financial
Statements and Exhibits.
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.
Dated: November 3, 2022 |
Maquia Capital Acquisition Corporation |
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By: |
/s/ Jeronimo Peralta |
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Name: |
Jeronimo Peralta |
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Title: |
Chief Financial Officer |
Exhibit 99.1
MAQUIA CAPITAL ACQUISITION CORPORATION ANNOUNCES
ADJOURNMENT OF THE
SPECIAL MEETING OF STOCKHOLDERS FOR APPROVING AN EXTENSION OF THE DEADLINE TO
CONSUMMATE ITS INITIAL BUSINESS COMBINATION
Miami, FL, November 3, 2022 (GLOBE NEWSWIRE) –
Maquia Capital Acquisition Corporation (“Maquia” or the “Company”) (Nasdaq: “MAQC”, “MAQCU”,
“MAQCW”) announced today that its special meeting in lieu of annual meeting of stockholders (the “Meeting”), which
was originally scheduled for Tuesday, November 1, 2022 and was postponed to Thursday, November 3, 2022, has been adjourned to 10 a.m.,
Eastern Time, on November 4, 2022. At the Meeting, stockholders will be asked to vote on a proposal to approve an extension of the date
by which Maquia must consummate an initial business combination from November 7, 2022 to May 7, 2023, or such earlier date as determined
by the Company’s board of directors (the “Charter Extension”).
As a result of this change, the Meeting will now
be held at 10:00 a.m., Eastern Time, on November 4, 2022, via a live webcast at https://www.cstproxy.com/maquiacapital/2022.
As of 5:00 pm Eastern Time on November 2, 2022,
Maquia has received requests to redeem a total of 14,781,810 shares of Class A common stock, which requests may be withdrawn at any time
prior to the Meeting, or such other date as the chairman of the board of directors may determine to be the deadline for accepting withdrawals
of such redemption requests. Stockholders who wish to withdraw their previously submitted redemption requests may do so prior to the Meeting
by requesting the Company’s transfer agent Continental Stock Transfer & Trust Company to return such shares. If all of the redemption
requests received by Maquia as of November 2, 2022 are satisfied by Maquia, the 14,781,810 shares of Class A common stock, representing
82.61% of the total outstanding shares of Class A common stock of Maquia as of November 2, 2022, would be redeemed.
If stockholders
have any questions or need assistance please call the Company’s proxy solicitor, Advantage Proxy, at 1-877-870-8565 (toll
free) or by email at ksmith@advantageproxy.com.
About Maquia Capital Acquisition Corporation
Maquia Capital Acquisition Corporation is a blank
check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization
or similar business combination with one or more businesses. The Company is led by Chief Executive Officer, Jeff Ransdell, Chief Financial
Officer, Jeronimo Peralta, Chief Operating Officer, Guillermo Cruz, and Chief Investment Officer, Maggie Vo.
Forward-Looking Statements
This press release includes
forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts.
Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking
statements. These forward-looking statements and factors that may cause such differences include, without limitation, uncertainties relating
to the Company’s stockholder approval of the Charter Extension, its inability to complete an initial business combination within
the required time period or, and other risks and uncertainties indicated from time to time in filings with the SEC, including Maquia’s
Annual Report on Form 10-K for the fiscal year ended December 31, 2021 under the heading “Risk Factors” and other documents
Maquia has filed, or to be filed, with the SEC. Readers are cautioned not to place undue reliance upon any forward-looking statements,
which speak only as of the date made. Maquia expressly disclaims any obligations or undertaking to release publicly any updates or revisions
to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any
change in events, conditions or circumstances on which any statement is based.
Participants in the Solicitation
Maquia and its directors,
executive officers, other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of
proxies from the securityholders of Maquia in favor of the approval of the Charter Extension. Investors and security holders may obtain
more detailed information regarding the names, affiliations and interests of Maquia’s directors and officers in the definitive proxy
statement dated October 14, 2022 (the “Extension Proxy Statement”), which, when available, may be obtained free of charge
from the sources indicated above.
No Offer or Solicitation
This press release shall
not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Charter Extension.
This communication shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus
meeting the requirements of Section 10 of the Securities Act or an exemption therefrom.
Additional Information and Where to Find
It
Maquia urges investors,
stockholders and other interested persons to read the Extension Proxy Statement as well as other documents filed by Maquia with the SEC,
because these documents will contain important information about Maquia and the Charter Extension. When available, stockholders may obtain
copies of the Extension Proxy Statement, without charge, at the SEC’s website at www.sec.gov or by directing a request to: Maquia
Acquisition Corporation, 50 Biscayne Boulevard, Suite 2406, Miami, FL 33132, e-mail: guillermo@maquiacapital.com.
INVESTOR RELATIONS CONTACT
Guillermo Eduardo Cruz Ruiz
Maquia Capital Acquisition Corporation
50 Biscayne Boulevard, Suite 2406, Miami,
FL 33132
E-mail: guillermo@maquiacapital.com
Telephone: (305) 608-1395