Ares Acquisition Corporation (“AAC” or the “Company”) (NYSE:
“AAC.U”, “AAC”, “AAC WS”) announced today that its extraordinary
general meeting of shareholders (the “Shareholder Meeting”)
originally scheduled for January 24, 2023, is being postponed to
February 2, 2023. At the Shareholder Meeting, shareholders will be
asked to consider and vote on a proposal: (1) to amend the
Company’s amended and restated memorandum and articles of
association (the “Memorandum and Articles of Association”) to
extend the date by which the Company has to consummate a business
combination (such extension, the “Charter Extension”) from February
4, 2023 to August 4, 2023, or such earlier date as determined by
the Company’s board of directors in its sole discretion (the
“Charter Extension Date” and such proposal, the “Extension
Amendment Proposal”); (2) to amend the Memorandum and Articles of
Association to delete: (A) the limitation on share repurchases
prior to the consummation of a business combination that would
cause the Company’s net tangible assets to be less than $5,000,001
following such repurchases; (B) the limitation that the Company
shall not consummate a business combination if it would cause the
Company’s net tangible assets to be less than $5,000,001; and (C)
the limitation that the Company shall not redeem the Class A
ordinary shares, par value $0.0001 per share (the “Class A ordinary
shares”), issued as part of the units sold in the Company’s initial
public offering that would cause the Company’s net tangible assets
to be less than $5,000,001 following such redemptions; and (3) to
adjourn the Shareholder Meeting to a later date or dates, if
necessary, to permit further solicitation and vote of proxies if,
based upon the tabulated vote at the time of the Shareholder
Meeting, there are insufficient Class A ordinary shares and Class B
ordinary shares, par value $0.0001 per share (the “Class B ordinary
shares”), in the capital of the Company represented (either in
person or by proxy) to constitute a quorum necessary to conduct
business at the Shareholder Meeting to approve the Extension
Amendment Proposal.
As a result of this postponement, the Shareholder Meeting will
now be held at 9:30 a.m., Eastern Time, on February 2, 2023, via a
live webcast at
https://www.cstproxy.com/aresacquisitioncorporation/2023. Also, as
a result of this change, the Company has extended the deadline for
delivery of redemption requests from the Company’s shareholders
from 5:00 p.m., Eastern Time, on January 20, 2023, to 5:00 p.m.,
Eastern Time, on January 31, 2023.
The Company plans to continue to solicit proxies from
shareholders during the period prior to the Shareholder Meeting.
Only holders of record of Class A ordinary shares and Class B
ordinary shares as of the close of business on December 15, 2022,
the record date for the Shareholder Meeting are entitled to vote at
the Shareholder Meeting or any adjournment thereof.
About Ares Acquisition Corporation
Ares Acquisition Corporation (NYSE: AAC) is a special purpose
acquisition company (SPAC) affiliated with Ares Management
Corporation, formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or
similar business combination. AAC is seeking to pursue an initial
business combination target in any industry or sector in North
America, Europe or Asia. For more information about AAC, please
visit www.aresacquisitioncorporation.com.
Additional Information and Where to Find It
On December 21, 2022, the Company filed a definitive proxy
statement with the Securities and Exchange Commission (the “SEC”)
in connection with its solicitation of proxies for the Shareholder
Meeting. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY
HOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY
STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND
OTHER DOCUMENTS THE COMPANY FILES WITH THE SEC CAREFULLY IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT
INFORMATION. Investors and security holders will be able to obtain
free copies of the definitive proxy statement (including any
amendments or supplements thereto) and other documents filed or
that will be filed with the SEC through the web site maintained by
the SEC at www.sec.gov. In addition, the documents filed by AAC may
be obtained free of charge from AAC’s website at
www.aresacquisitioncorporation.com or by written request to AAC at
Ares Acquisition Corporation, 245 Park Avenue, 44th Floor, New
York, NY 10167.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of the safe harbor provisions of the United States
Private Securities Litigation Reform Act of 1995. Words such as
“expect,” “estimate,” “project,” “budget,” “forecast,”
“anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,”
“believes,” “predicts,” “potential,” “continue,” and similar
expressions are intended to identify such forward-looking
statements. Such statements may include, but are not limited to,
statements regarding the date of the Shareholder Meeting. Although
these forward-looking statements are based on assumptions that the
Company believes are reasonable, these assumptions may be
incorrect. These forward-looking statements also involve
significant risks and uncertainties that could cause the actual
results to differ materially from the expected results. The Company
does not assume any obligation to update or revise any such
forward-looking statements, whether as the result of new
developments or otherwise. Readers are cautioned not to put undue
reliance on forward-looking statements.
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 Extension Amendment Proposal. 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 of 1933, as amended, or an exemption therefrom.
Participants in the Solicitation
AAC and certain of its directors and executive officers may be
deemed to be participants in the solicitation of proxies from AAC
’s shareholders in connection with the Shareholder Meeting. For
information regarding AAC’s directors and executive officers,
please see AAC’s Annual Report on Form 10-K filed with the SEC on
March 4, 2022, its subsequent Quarterly Reports on Form 10-Q, and
the other documents filed (or to be filed) by AAC from time to time
the SEC. Additional information regarding the interests of those
participants and other persons who may be deemed participants may
be obtained by reading the definitive proxy statement and other
relevant documents filed with the SEC. Free copies of these
documents may be obtained as described in the preceding
paragraph.
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version on businesswire.com: https://www.businesswire.com/news/home/20230118005409/en/
INVESTOR RELATIONS
Ares Acquisition Corporation
Investors: Carl Drake and Greg Mason +1-888-818-5298
IR@AresAcquisitionCorporation.com
Media: Jacob Silber +1-212-301-0376 or Brittany Cash
+1-212-301-0347 media@aresmgmt.com
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