PRIAF 8-K
Prime Impact Acquisition I (PRIAF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 8.01 | Other Events. |
As previously disclosed in its definitive proxy statement dated as of February 14, 2023 (the “Definitive Proxy Statement”), Prime Impact Acquisition I (the “Company”) will hold an extraordinary general meeting of its shareholders on March 3, 2023 (the “Special Meeting”) to consider and vote upon the Extension Proposal and, if necessary, the Adjournment Proposal. All terms that are undefined herein have the meanings as set forth in the Definitive Proxy Statement.
As previously disclosed, on February 13, 2023, Prime Impact Cayman, LLC, the sponsor of the Company (the “Sponsor”), deposited an amount equal to $373,679.24 (representing $0.055 per Public Share) (the “February Deposit”) into the trust account the Company established for the benefit of its public shareholders in connection with the Company’s IPO (the “Trust Account”). After giving effect to the February Deposit, the balance in the Trust Account as of February 16, 2023, is $70,569,987. As of February 8, 2023, the assets in the Trust Account have been held in an interest-bearing account with a current annualized yield of 3.25%. The current redemption amount available per Public Share would be approximately $10.39 at the time of the General Meeting.
In the event the Extension Proposal is approved and the Extension Amendment becomes effective, (i) the Sponsor (or its affiliates or permitted designees) (the “Lender”) will deposit into the Trust Account, the lesser of (A) US$210,000 or (B) $0.035 for each Public Share that is not redeemed in connection with the General Meeting, in exchange for one or more non-interest bearing, unsecured promissory notes issued by the Company to the Lender, and (ii) in the event that the Company has not consummated an initial business combination by April 14, 2023 (the “Termination Date”), without approval of the Company’s shareholders, the Company may, by resolution of the board of directors of the Company if requested by the Sponsor, and upon notice delivered by the Sponsor prior to 5:00 P.M. Pacific Time on the applicable Termination Date extend the Termination Date up to five additional times, each by one additional month (for a total of up to five additional months to complete a business combination), provided that a Lender will deposit into the Trust Account for each such monthly extension, the lesser of (a) US$210,000 or (b) $0.035 for each Public Share that is not redeemed in connection with the General Meeting, for an aggregate deposit of up to the lesser of: (a) US$1,050,000; or (b) US$0.175 for each Public Share that is not redeemed in connection with the General Meeting, in exchange for one or more non-interest bearing, unsecured promissory notes issued by the Company to the Lender.
Accordingly, if the Extension Proposal is approved and the Extension Amendment becomes effective and the Company takes the maximum time to complete a business combination, the redemption amount per share at the meeting for such business combination or the Company’s subsequent liquidation will be approximately $10.56 per Public Share (based on the number of outstanding Public Shares as of the Record Date, the aggregate cash amount of $70,569,987 held in the Trust Account as of February 16, 2023, the deduction of $100,000 for dissolution expenses, and without taking into account any additional interest), assuming no Public Shares are redeemed in connection with the General Meeting, and approximately $10.58 per Public Share (based on the number of outstanding Public Shares as of the Record Date, the aggregate cash amount of $70,569,987 held in the Trust Account as of February 16, 2023, the deduction of $100,000 for dissolution expenses, and without taking into account any additional interest), assuming 1,000,000 Public Shares are redeemed in connection with the General Meeting, in comparison to the current redemption amount of approximately $10.39 per share.
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.
| Prime Impact Acquisition I | ||
| By: | /s/ Mark Long | |
| Name: | Mark Long | |
| Title: | Co-Chief Executive Officer | |
Dated: February 21, 2023