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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):
June 20, 2024
EVe Mobility Acquisition Corp
(Exact name of registrant as specified in its charter)
Cayman Islands |
|
001-41167 |
|
98-1595236 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
4001 Kennett Pike, Suite 302 |
|
|
Wilmington, DE |
|
19807 |
(Address of principal executive offices) |
|
(Zip Code) |
(302) 273-0014
(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 for 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 |
|
EVE.U |
|
NYSE American LLC |
Class A ordinary shares, par value $0.0001 per share |
|
EVE |
|
NYSE American LLC |
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
EVE WS |
|
NYSE American 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 ☒
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.
Item 8.01 Other Events.
Signing of Non-Binding Letter of Intent and Press Release
On June 21, 2024, EVe Mobility
Acquisition Corp, a Cayman Islands exempted company (“EVe” or the “Company”), issued a press release announcing
that on Jun 20, 2024, it signed a non-binding letter of intent (“LOI”) with respect to a business combination transaction
(the “Proposed Transaction”) with a global leader in deep sea critical minerals mining (the “Target”). The Proposed
Transaction is intended to result in EVe’s successor listed company owning 100% of the Target. The Proposed Transaction structure
is yet to be determined based on the due diligence findings as well as business, legal, tax, accounting and other considerations.
EVe and the Target, if approval
to proceed by the Board of EVe and the Target is obtained, would announce any additional details regarding the Proposed Transaction if
a definitive agreement for the business combination were to be executed. The parties are currently considering the specific terms of any
business combination. Any transaction will be subject to, among other things, tax review, as well as other auditing, corporate, regulatory
and stock exchange requirements.
A copy of the press release
is attached hereto as Exhibit 99.1.
Extension of Redemption Reversal Deadline
As previously disclosed on
June 17, 2024, the Company announced that, in connection with the extraordinary general meeting of shareholders held on June 10, 2023,
the Company had instructed Continental Stock Transfer & Trust Company (“CST”) to honor redemption reversal (a “Redemption
Reversal”) requests for up to 14 days after the Extraordinary General Meeting, such deadline being June 24, 2024. On June 20, 2024,
the Company instructed CST to extend the date by which it will honor redemption reversal requests to 5:00 p.m. Eastern Time on July 8,
2024. To effectuate a Redemption Reversal, stockholders must submit a written request to CST. If shares are held in street name, stockholders
will need to instruct their bank or broker to request the Redemption Reversal from CST.
Waiver of Access to Dissolution Expenses
On June 21, 2024, the Board
of the Company agreed to waive the Company’s right under Article 49 of the Company’s Amended and Restated Memorandum and Articles
of Association to access up to $100,000 of interest from the Company’s trust account established in connection with Company’s
initial public offering. The Company’s sponsor, Blufire Capital Limited, an Abu Dhabi private company limited by shares will pay
dissolution expenses that might occur in the event the Proposed Transaction does not occur.
Important Information and Where to Find It
If a legally binding definitive
agreement with respect to the Proposed Transaction is executed, the parties intend to file with the Securities and Exchange Commission
(the “SEC”) a registration statement relating to the Proposed Transaction. EVe’s stockholders and other interested persons
are advised to read, when available, the preliminary proxy statements and the amendments thereto and the definitive proxy statement relating
to the Proposed Transaction, as these materials will contain important information about EVe, the Target, the Proposed Transaction and
the Extension. When available, the definitive proxy statement and other relevant materials for the Proposed Transaction will be mailed
to stockholders of EVe as of a record date to be established for voting on the Proposed Transaction. Stockholders will also be able to
obtain copies of the above referenced documents and other documents filed with the SEC in connection with the Proposed Transaction, without
charge, once available, at the SEC’s web site at www.sec.gov, or by directing a request to: info@evemobility.com.
Participants in the Solicitation
EVe and the Target and each
of their directors and executive officers may be considered participants in the solicitation of proxies with respect to the Proposed Transaction
under the rules of the SEC. Information about the directors and executive officers of EVe and a description of their interests in EVe
and the Proposed Transaction is contained in EVe’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed
with the SEC on April 14, 2023 (the “Annual Report”).
Information about EVe’s
directors and executive officer’s interests in the Proposed Transaction, as well as information about the Target’s directors
and executive officers and a description of their interests in the Target and the Proposed Transaction will be set forth in the proxy
statement relating to the Proposed Transaction when it is filed with the SEC. When available, the above referenced documents can be obtained
free of charge from the sources indicated above.
No Offer or Solicitation
This Current Report on Form
8-K (“8-K”) shall not constitute a solicitation of a proxy, consent, or authorization with respect to any securities or in
respect of the Proposed Transaction. This 8-K 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.
Forward Looking-Statements
Certain statements made in
this 8-K are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. When used in this 8-K, the words “estimates,” “projected,” “expects,”
“anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,”
“may,” “will,” “should,” “future,” “propose” and variations of these words
or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These
forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown
risks, uncertainties, assumptions and other important factors, many of which are outside EVe’s and the Target’s control, that
could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors,
among others, that may affect actual results or outcomes include: the ability of EVe to enter into a definitive agreement with respect
to a business combination with the Target within the time provided in EVe’s Amended and Restated Memorandum and Articles of Association;
EVe’s ability to obtain the financing necessary to consummate the potential Proposed Transaction; the performance of the Target’s
business; the timing, success and cost of the Target’s development activities; assuming the definitive agreement is executed, the
ability to consummate the Proposed Transaction, including risk that EVe’s stockholder approval is not obtained; failure to realize
the anticipated benefits of the Proposed Transaction, including as a result of a delay in consummating the Proposed Transaction; the amount
of redemption requests made by EVe’s stockholders and the amount of funds remaining in EVe’s trust account after the vote
to approve the Proposed Transaction; EVe’s and the Target’s ability to satisfy the conditions to closing the Proposed Transaction,
once documented in a definitive agreement; and those factors discussed in the Annual Report under the heading “Risk Factors,”
and the other documents filed, or to be filed, by EVe with the SEC. Neither EVe or the Target undertake any obligation to update or revise
any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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: June 21, 2024
|
EVe Mobility Acquisition Corp |
|
|
|
|
By: |
/s/ Khairul Azmi Bin Ismaon |
|
Name: |
Khairul Azmi Bin Ismaon |
|
Title: |
Chief Executive Officer |
3
Exhibit 99.1
PRESS RELEASE, DATED JUNE 21, 2024
EVe Mobility Acquisition Corp Announces
Non-Binding Letter of Intent for a Business
Combination
SANTA MONICA, CA, June 21, 2024 (GLOBE NEWSWIRE)
-- EVe Mobility Acquisition Corp (NYSE American: EVE), a Cayman Islands exempted company (“EVe” or the “Company”),
announced today that on June 20, 2024, it signed a non-binding letter of intent (“LOI”) with respect to a business combination
transaction (the “Proposed Transaction”) with a global leader in deep sea critical minerals mining (the “Target”).
The Proposed Transaction is intended to result in EVe’s successor listed company owning 100% of the Target. The Proposed Transaction
structure is yet to be determined based on the due diligence findings as well as business, legal, tax, accounting and other considerations.
EVe and the Target, if approval to proceed by
the Board of EVe and the Target is obtained, would announce any additional details regarding the Proposed Transaction if a definitive
agreement for the business combination were to be executed. The parties are currently considering the specific terms of any business combination.
Any transaction will be subject to, among other things, tax review, as well as other auditing, corporate, regulatory and stock exchange
requirements.
Redemption Reversal Extension
As previously disclosed on June 17, 2024, the
Company announced that, in connection with the extraordinary general meeting of shareholders held on June 10, 2023, the Company had instructed
Continental Stock Transfer & Trust Company (“CST”) to honor redemption reversal (a “Redemption Reversal”)
requests for up to 14 days after the Extraordinary General Meeting, such deadline being June 24, 2024. On June 20, 2024, the Company instructed
CST to extend the date by which it will honor redemption reversal requests to 5:00 p.m. Eastern Time on July 8, 2024. To effectuate a
Redemption Reversal, stockholders must submit a written request to CST. If shares are held in street name, stockholders will need to instruct
their bank or broker to request the Redemption Reversal from CST.
Waiver of Access to Dissolution Expenses
On June 21, 2024, the Board of the Company agreed
to waive the Company’s right under Article 49.7 of the Company’s Second Amendment to the Amended and Restated Memorandum and
Articles of Association to access up to $100,000 of interest from the Company’s trust account established in connection with Company’s
initial public offering. The Company’s sponsor, Blufire Capital Limited, an Abu Dhabi private company limited by will pay dissolution
expenses that might occur in the event the Proposed Transaction does not occur.
About EVe
EVe Mobility Acquisition Corp is a blank check
company whose business purpose is to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business
combination with one or more businesses.
Important Information and Where to Find It
If a legally binding definitive agreement with
respect to the Proposed Transaction is executed, the parties intend to file with the Securities and Exchange Commission (the “SEC”)
a registration statement relating to the Proposed Transaction. EVe’s stockholders and other interested persons are advised to read,
when available, the preliminary proxy statements and the amendments thereto and the definitive proxy statement relating to the Proposed
Transaction, as these materials will contain important information about EVe, the Target, the Proposed Transaction and the Extension.
When available, the definitive proxy statement and other relevant materials for the Proposed Transaction will be mailed to stockholders
of EVe as of a record date to be established for voting on the Proposed Transaction. Stockholders will also be able to obtain copies of
the above referenced documents and other documents filed with the SEC in connection with the Proposed Transaction, without charge, once
available, at the SEC’s web site at www.sec.gov, or by directing a request to: info@evemobility.com.
Participants in the Solicitation
EVe and the Target and each of their directors
and executive officers may be considered participants in the solicitation of proxies with respect to the Proposed Transaction under the
rules of the SEC. Information about the directors and executive officers of EVe and a description of their interests in EVe and the Proposed
Transaction is contained in EVe’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC
on April 14, 2023 (the “Annual Report”).
Information about EVe’s directors and executive
officer’s interests in the Proposed Transaction, as well as information about the Target’s directors and executive officers
and a description of their interests in the Target and the Proposed Transaction will be set forth in the proxy statement relating to the
Proposed Transaction when it is filed with the SEC. When available, the above referenced documents can 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 Proposed Transaction. This press release 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.
Forward Looking-Statements
Certain statements made in this press release
are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private
Securities Litigation Reform Act of 1995. When used in this press release, the words “estimates,” “projected,”
“expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,”
“seeks,” “may,” “will,” “should,” “future,” “propose” and variations
of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking
statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of
known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside EVe’s and the Target’s
control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important
factors, among others, that may affect actual results or outcomes include: the ability of EVe to enter into a definitive agreement with
respect to a business combination with the Target within the time provided in EVe’s Amended and Restated Memorandum and Articles
of Association; EVe’s ability to obtain the financing necessary to consummate the potential Proposed Transaction; the performance
of the Target’s business; the timing, success and cost of the Target’s development activities; assuming the definitive agreement
is executed, the ability to consummate the Proposed Transaction, including risk that EVe’s stockholder approval is not obtained;
failure to realize the anticipated benefits of the Proposed Transaction, including as a result of a delay in consummating the Proposed
Transaction; the amount of redemption requests made by EVe’s stockholders and the amount of funds remaining in EVe’s trust
account after the vote to approve the Proposed Transaction; EVe’s and the Target’s ability to satisfy the conditions to closing
the Proposed Transaction, once documented in a definitive agreement; and those factors discussed in the Annual Report under the heading
“Risk Factors,” and the other documents filed, or to be filed, by EVe with the SEC. Neither EVe or the Target undertake any
obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except
as required by law.
Contact:
info@evemobility.com
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Eve Mobility Acquisition (NYSE:EVE)
Historical Stock Chart
From May 2024 to Jun 2024
Eve Mobility Acquisition (NYSE:EVE)
Historical Stock Chart
From Jun 2023 to Jun 2024