NEW YORK, Feb. 23, 2023 /PRNewswire/ -- Warburg Pincus
Capital Corporation I-A (the "Company") (NYSE: WPCA), a special
purpose acquisition company, today announced that it will redeem
all of its outstanding Class A ordinary shares, par value
$0.0001 previously issued to the
public (the "Public Shares"), effective as of the close of business
on March 10, 2023, because the
Company will not consummate an initial business combination within
the time period required by its Amended and Restated Memorandum and
Articles of Association (the "Articles").
As stated in the Company's Articles and in the Company's
registration statement on Form S-1 (Registration No. 333- 253210),
initially filed with the United States Securities and Exchange
Commission (the "Commission") on February
17, 2021, relating to the Company's initial public offering
(the "Form S-1"), if the Company is unable to complete an initial
business combination within 24 months of the initial public
offering, the Company will: (i) cease all operations except
for the purpose of winding up; (ii) as promptly as reasonably
possible but not more than ten business days thereafter, redeem the
public shares, at a per-share price, payable in cash,
equal to the aggregate amount then on deposit in the trust account,
including interest earned on the funds held in the trust account
and not previously released to the Company to pay its taxes, if any
(less up to $100,000 of interest to
pay dissolution expenses) divided by the number of the
then-outstanding public shares, which redemption will completely
extinguish public shareholders' rights as shareholders (including
the right to receive further liquidation distributions, if any);
and (iii) as promptly as reasonably possible following such
redemption, subject to the approval of the Company's remaining
shareholders and the Company's board of directors, liquidate and
dissolve, subject in the case of clauses (ii) and (iii), to
the Company's obligations under Cayman
Islands law to provide for claims of creditors and the
requirements of other applicable law.
Net of taxes and dissolution expenses, the per-share redemption
price for the Public Shares is expected to be approximately
$10.20 (the "Redemption Amount"). In
accordance with the terms of the related trust agreement, the
Company expects to retain $100,000 of
the interest and dividend income from the Trust Account to pay
dissolution expenses.
The Company anticipates that the last day of trading in the
Class A ordinary shares will be March 9,
2023. As of the close of business on March 10, 2023, the Public Shares will be deemed
cancelled and will represent only the right to receive the
Redemption Amount.
The Redemption Amount will be payable to the holders of the
Public Shares upon presentation of their respective share or unit
certificates or other delivery of their shares or units to the
Company's transfer agent, Continental Stock Transfer & Trust
Company. Beneficial owners of Public Shares held in "street name,"
however, will not need to take any action in order to receive the
Redemption Amount.
There will be no redemption rights or liquidating distributions
with respect to the Company's warrants. The Company's sponsor and
each of its officers and directors have waived, with respect to the
Company's Class B ordinary shares issued in a private placement
prior to the Company's initial public offering held by it, her or
him, as applicable, any redemption rights it, she or he may have.
After March 10, 2023, the Company
shall cease all operations except for those required to wind up the
Company's business.
The Company expects that The New York Stock Exchange ("NYSE")
will file a Form 25 with the Commission to delist its securities.
The Company thereafter expects to file a Form 15 with the
Commission to terminate the registration of its securities under
the Securities Exchange Act of 1934, as amended.
About Warburg Pincus Capital
Corporation I-A
Warburg Pincus Capital Corporation I-A is a blank check company
formed for the purpose of entering into a merger, share exchange,
asset acquisition, share purchase, recapitalization, reorganization
or similar business combination with one or more businesses or
entities. The sponsor of the Company is an affiliate of Warburg
Pincus LLC.
Forward-Looking
Statements
This press release includes "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. When
used in this press release, words such as "may," "should," "could,"
"would," "anticipate," "seek," "believe," "estimate," "expect,"
"intend" and similar expressions, as they relate to the Company or
its management team, identify forward-looking statements. Such
statements include, but are not limited to, statements regarding
the Company's intention to redeem all of its outstanding Public
Shares, the Company's cash position or cash held in the Trust
Account, the Redemption Amount or the timing when the Company's
Public Shares will cease trading on NYSE. Such statements are based
on the beliefs of 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 its 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. The Company undertakes no obligation to update these
statements for revisions or changes after the date of this press
release, except as required by law.
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SOURCE Warburg Pincus Capital Corporation I-A
