SOAR Technology Acquisition Corp. Announces Liquidation
December 19 2022 - 9:15PM
Business Wire
SOAR Technology Acquisition Corp. (NYSE: FLYA) (the “Company”)
announced today that it has determined that it will be unable to
consummate an initial business combination within the time period
required by its Memorandum and Articles of Association, as amended
(the “Charter”). The business combination that the Company
previously believed could be completed by March 30, 2023 is no
longer viable, and therefore the Company intends to dissolve and
liquidate in accordance with the provisions of its Charter,
effective as of the close of business on December 20, 2022, and
will redeem all of the outstanding Class A ordinary shares that
were included in the units issued in its initial public offering
(the “Public Shares”), at a per-share redemption price of
approximately $10.42 (without giving effect to any interest that
may be withdrawn to pay for taxes and dissolution expenses).
As of the close of business on December 20, 2022, the Public
Shares will be deemed cancelled and will represent only the right
to receive the redemption amount.
“Over the last 15 months, we met with many innovative companies
and identified several potential business combination partners,
maintaining a focus on unlocking value for our shareholders. Last
month we entered into an exclusivity agreement with a potential
business combination partner; however we were ultimately unable to
move forward with a transaction. Given current market dynamics, we
believe that the best way to deliver on our commitment to
shareholders at this time is to return the capital held in trust,”
stated Joe Poulin, Chairman & Chief Executive Officer of the
Company.
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 securities
held in 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. Record holders
will receive their pro rata portion of the proceeds of the trust
account by delivering their Public Shares to Continental Stock
Transfer & Trust Company, the Company’s transfer agent.
Beneficial owners of Public Shares held in “street name,” however,
will not need to take any action in order to receive the redemption
amount. The redemption of the Public Shares is expected to be
completed within ten business days after December 20, 2022.
The Company’s sponsor has agreed to waive its redemption rights
with respect to its outstanding Class B ordinary shares issued
prior to the Company’s initial public offering.
There will be no redemption rights or liquidating distributions
with respect to the Company’s warrants, which will expire
worthless.
The Company expects that the NYSE will file a Form 25 with the
United States Securities and Exchange Commission (the “SEC”) to
delist its 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.
Cautionary Note Concerning Forward-Looking Statements
This press release includes, and oral statements made from time
to time by representatives of the Company may include,
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements other
than statements of historical fact included in this press release
are forward-looking statements. Words such as “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intend,”
“may,” “might,” “plan,” “possible,” “potential,” “predict,”
“project,” “should,” “will,” “would” and similar expressions, as
they relate to the Company or the Company’s management team,
identify forward-looking statements. Such forward-looking
statements are based on the beliefs of the Company’s management, as
well as assumptions made by, and information currently available
to, the Company’s management. Actual results could differ
materially from those contemplated by the forward-looking
statements as a result of certain factors detailed in the Company’s
filings with the SEC. All subsequent written or oral
forward-looking statements attributable to the Company or persons
acting on the Company’s 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 the Company,
including those set forth in the “Risk factors” section of the
Company’s annual report on Form 10-K and quarterly reports on Form
10-Q filed with the SEC. Copies are available on the SEC’s website
at www.sec.gov. The Company undertakes no obligation to update
these statements for revisions or changes after the date of this
release, except as required by applicable law.
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Rory Shepard SOAR Technology Acquisition Corp.
rory.shepard@soartechnologyacq.com
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