Sustainable Development Acquisition I Corp. Announces Liquidation
July 13 2023 - 5:33PM
Business Wire
Sustainable Development Acquisition I Corp. (NASDAQ: SDAC) (the
“Company”) announces today that the directors of the Company (the
“Directors”) have determined to dissolve and liquidate the Company
in accordance with the provisions of the Company’s Amended and
Restated Certificate of Incorporation (as further amended on
February 2, 2023), and the Investment Management Trust Agreement,
between the Company and Continental Stock Transfer & Trust
Company (“CST” or the “Trustee”), dated as of February 4, 2021 (the
“Trust Agreement”).
Accordingly, the Company will redeem all of its Class A Common
Stock, $0.0001 par value (the “Public Shares”) that were issued in
its initial public offering (the “IPO”), at a per-share redemption
price, payable in cash, equal to the aggregate amount then on
deposit in the Trust Account (as defined in the Trust Agreement),
including interest earned on the funds held in the Trust Account
and not previously released to the Company to pay taxes (less up to
US$100,000 of interest to pay dissolution expenses), divided by the
number of then outstanding Public Shares in issue, which redemption
will completely extinguish public shareholders’ rights as
shareholders (including the right to receive further liquidation
distributions, if any).
In order to provide for the disbursement of funds from the Trust
Account, the Company has instructed the Trustee of the Trust
Account to take all necessary actions to liquidate the Trust
Account. The proceeds of the Trust Account will be held in a
non-interest bearing account while awaiting disbursement to the
holders of the Public Shares. Holders may redeem their shares for
their pro rata portion of the proceeds of the Trust Account (less
up to $100,000 of interest to pay dissolution expenses), by
delivering their Public Shares or units to CST, as transfer agent.
Investors holding through a broker need to take no action in order
to receive payment. The redemption of the Public Shares is expected
to be completed on or about July 24, 2023 (the “Redemption Date”).
At the close of business on the business day prior to the
Redemption Date, the Company will stop trading its Public Shares,
and each Public Share held at that time will represent the right to
receive the redemption amount of approximately $10.39.
There will be no redemption rights or liquidating distributions
with respect to the Company’s warrants.
The Company’s initial stockholders, sponsor, officers and
directors have waived their rights to liquidating distributions
from the trust account with respect to any founder shares or
private placement warrants they hold. However, if the Company’s
initial stockholders, sponsor or management team acquired any
Public Shares or units in or after the IPO, they are entitled to
liquidating distributions from the Trust Account with respect to
such Public Shares.
The Company expects that Nasdaq will file a Form 25 with the
United States Securities and Exchange Commission (the “SEC”) to
delist the Company’s securities. The Company thereafter expects to
file a Form 15 with the SEC to terminate the registration of its
securities under the Securities Exchange Act of 1934, as
amended.
About the Company
Sustainable Development Acquisition I Corp., a public benefit
corporation and Pending B Corporation, is a special-purpose
acquisition company created to acquire a successful business that
is addressing the global challenges identified by the United
Nations Sustainable Development Goals. SDAC was formed as a
partnership between RRG Global Partners Fund, a private fund
affiliated with Renewable Resources Group, a certified B Corp, and
Sustainable Investors Fund, a private fund affiliated with
Capricorn Investment Group, a certified B Corp.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended (the “Securities Act”) and Section 21E of the Exchange Act
that are not historical facts, and involve risks and uncertainties
that could cause actual results to differ materially from those
expected and projected. All statements, other than statements of
historical fact included in this press release regarding the
Company’s financial position, business strategy and the plans and
objectives of management for future operations, are forward-looking
statements. Words such as “expect,” “believe,” “anticipate,”
“intend,” “estimate,” “seek” and variations and similar words and
expressions are intended to identify such forward-looking
statements. Such forward-looking statements relate to future events
or future performance, but reflect management’s current beliefs,
based on information currently available. A number of factors could
cause actual events, performance or results to differ materially
from the events, performance and results discussed in the
forward-looking statements. For information identifying important
factors that could cause actual results to differ materially from
those anticipated in the forward-looking statements, please refer
to the Risk Factors section of the Company’s final prospectus for
its initial public offering filed with the U.S. Securities and
Exchange Commission (the “SEC”) on February 8, 2021, the Company’s
annual report on Form 10-K filed with the SEC on April 7, 2023, the
Company’s quarterly report on Form 10-Q filed with the SEC on May
24, 2023, and any of the Company’s other applicable filings with
the SEC. The Company’s securities filings can be accessed on the
EDGAR section of the SEC’s website at www.sec.gov. Except as
expressly required by applicable securities law, the Company
disclaims any intention or obligation to update or revise any
forward- looking statements whether as a result of new information,
future events or otherwise.
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