Item 8.01 Other Events.
As previously announced, on
September 14, 2022, Maxpro Capital Acquisition Corp. (“Maxpro”), a Delaware corporation, entered into a Business Combination
Agreement (the “Business Combination Agreement”) by and among Maxpro, Apollomics Inc., a Cayman Islands exempted company (“Apollomics”),
and Project Max SPAC Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Apollomics.
On January 10, 2023,
Maxpro issued a press release announcing that its sponsor, MP One Investment LLC (the “Sponsor”), has requested that
Maxpro extend the date by which Maxpro has to consummate a business combination from January 13, 2023 to April 13, 2023 (the
“Extension”). The Extension is the second of two three-month extensions permitted under Maxpro’s governing
documents. In connection with the Extension and pursuant to the Business Combination Agreement, the Sponsor and Apollomics have
notified Maxpro that they intend to bear the cost of the Extension in the aggregate amount of $1,035,000 (representing $0.10 per
public share) and such funds will be deposited into Maxpro’s trust account on or before January 13, 2023. The Extension
provides Maxpro with additional time to complete the previously announced initial business combination (the “Business
Combination”) with Apollomics.
A copy of the press release
is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Important Additional Information About the
Business Combination and Where to Find It
As previously disclosed, Apollomics
has filed the Registration Statement with the SEC, which includes a preliminary proxy statement/prospectus and certain other related documents,
which will be both the proxy statement to be distributed to holders of shares of Maxpro’s common stock in connection with Maxpro’s
solicitation of proxies for the vote by Maxpro’s stockholders with respect to the Business Combination and other matters as may
be described in the Registration Statement, as well as the prospectus relating to the offer and sale of the securities of Apollomics to
be issued in the Business Combination. Maxpro’s stockholders and other interested persons are advised to read the preliminary proxy
statement/prospectus and the amendments thereto and, when available, the definitive proxy statement and documents incorporated by reference
therein filed in connection with the Business Combination, as these materials will contain important information about Apollomics, Maxpro
and the Business Combination. Before making any voting or investment decision, investors and stockholders of Maxpro are urged to carefully
read the entire Registration Statement and proxy statement/prospectus, when they become available, and any other relevant documents filed
with the SEC, as well as any amendments or supplements to these documents, because they will contain important information about the Business
Combination. The documents filed by Maxpro with the SEC may be obtained free of charge at the SEC’s website at www.sec.gov,
or by directing a request to Maxpro Capital Acquisition Corp., 5/F-4, No. 89, Songren Road, Xinyi District, Taipei City, Taiwan 11073,
Attention: Secretary; telephone: +886 2 7713 7952.
Participants in Solicitation
Maxpro and its directors and
executive officers may be deemed participants in the solicitation of proxies from its stockholders with respect to the Business Combination.
A list of the names of those directors and executive officers and a description of their interests in Maxpro will be included in the proxy
statement/prospectus for the Business Combination when available at www.sec.gov. Information about Maxpro’s directors and executive
officers and their ownership of Maxpro’s common stock is set forth in Maxpro’s Annual Report on Form 10-K, filed with the
SEC on March 31, 2022, as modified or supplemented by any Form 3 or Form 4 filed with the SEC since the date of such filing. Other information
regarding the interests of the participants in the proxy solicitation will be included in the Registration Statement when it becomes available.
These documents can be obtained free of charge from the source indicated above.
Apollomics and its directors
and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of Maxpro in connection
with the Business Combination. A list of the names of such directors and executive officers and information regarding their interests
in the Business Combination will be included in the Registration Statement when it becomes available.
Forward-Looking Statements
Certain statements in this
Current Report on Form 8-K may be considered “forward-looking statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Statements regarding possible business combinations and the financing thereof, and related matters, 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 “anticipate,” “believe,” “continue,” “could,” “estimate,”
“expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,”
“predict,” “project,” “should,” “would” and similar expressions, as they relate to us
or our 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, Maxpro’s management. Actual results could differ materially
from those contemplated by the forward-looking statements as a result of certain factors detailed in Maxpro’s filings with the Securities
and Exchange Commission (“SEC”). All subsequent written or oral forward-looking statements attributable to us or persons acting
on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of
which are beyond the control of Maxpro, including those set forth in the Risk Factors section of Maxpro’s registration statement
and prospectus for Maxpro’s initial public offering filed with the SEC, Maxpro’s Annual Report on Form 10-K for the fiscal
year ended December 31, 2021, Maxpro’s Quarterly Reports on Form 10-Q and other filings with the SEC. Maxpro undertakes no obligation
to update these statements for revisions or changes after the date of this release, except as required by law.
No Offer or Solicitation
This Current Report on Form
8-K is for informational purposes only and shall not constitute a solicitation of a proxy, consent or authorization with respect to any
securities or in respect of the Business Combination. This Current Report on Form 8-K also shall not constitute an offer to sell or the
solicitation of an offer to buy any securities pursuant to the Business Combination or otherwise, nor shall there be any sale of securities
in any jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities
laws of any such jurisdiction. No offer 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.