Altitude Acquisition Corp. Announces Liquidation of Trust Account

Rhea-AI Summary

Altitude Acquisition Corp. (ALTUU) announces redemption of Public Shares due to failure to complete a business combination within the required timeframe, resulting in delisting from Nasdaq. Shareholders to receive estimated redemption price of approximately $10.1577 per share. Proceeds to be disbursed within ten business days after March 12, 2024.

Financial Analyst

The redemption of Class A common stock by Altitude Acquisition Corp. and the subsequent delisting from Nasdaq represents a significant event for shareholders and the market. The liquidation of the trust account at an estimated redemption price of $10.1577 per share indicates the return investors can expect. This price is notably specific, suggesting a detailed accounting of the trust's assets and liabilities. Shareholders should consider the tax implications of this transaction, as the distribution may be classified differently than dividends or capital gains.

The lack of redemption rights for warrant holders is a critical point, indicating a complete loss for these securities. This is a stark reminder of the risks involved with investing in warrants of special purpose acquisition companies (SPACs). Investors should be aware of the inherent volatility and risk associated with SPACs, which often hinge on successful business combinations within a set timeframe.

The waiver of redemption rights by the company's sponsor, officers and directors is a gesture that minimizes the cash outflow from the trust account, potentially leaving more for public shareholders. However, this also means that these insiders are absorbing a loss on their initial investment, which could be seen as a commitment to the company's decisions or acknowledgment of the challenges faced in securing a business combination.

Legal Expert

The company's adherence to the timeline stipulated in Nasdaq IM-5101-2 is a legally binding requirement, reflecting the regulatory framework governing SPACs. The decision not to proceed with the Nasdaq hearings panel suggests an acceptance of the situation and a move towards an orderly liquidation. The company's actions must align with its amended and restated certificate of incorporation to avoid legal repercussions.

For shareholders, the process outlined for redeeming shares is legally structured to ensure an equitable return of funds. The role of Continental Stock Transfer & Trust Company as the transfer agent is crucial in managing the disbursement of trust account funds to shareholders. This legal process must be executed flawlessly to maintain shareholder trust and comply with regulatory standards.

Market Research Analyst

The delisting of Altitude Acquisition Corp. from Nasdaq is indicative of the broader challenges faced by SPACs in the current market environment. The inability to secure a business combination within the required timeframe may reflect market saturation, heightened regulatory scrutiny, or a shift in investor sentiment towards these investment vehicles. The impact on the SPAC market could be a cooling of initial public offerings and a reevaluation of the SPAC as a viable alternative to traditional IPOs.

For the broader market, this event may signal increased caution among investors when considering SPACs. The performance of SPACs post-IPO will likely come under greater scrutiny and the criteria for business combinations may become more stringent. This could lead to a more stable but less speculative SPAC market, with implications for the types of companies that choose to go public through this route.

ATLANTA, March 12, 2024 (GLOBE NEWSWIRE) -- Altitude Acquisition Corp. (Nasdaq: ALTUU, ALTU, ALTUW) (the “Company”), today announced that it will redeem all of its outstanding shares of Class A common stock initially issued as part of the units sold in its initial public offering (the “Public Shares”), effective as of March 12, 2024, because the Company will not consummate an initial business combination within the time period required by its amended and restated certificate of incorporation. The Company further announced that it will not proceed with the previously-announced hearing before a hearings panel of the Nasdaq Stock Market (“Nasdaq”) with respect to Nasdaq IM-5101-2, which requires that a special purpose acquisition company complete one or more business combinations within 36 months of the effectiveness of its initial public offering registration statement. Accordingly, the Company’s securities will be delisted from Nasdaq.

In connection with the liquidation of the trust account, as of the close of business on March 12, 2024, the Public Shares will be deemed cancelled and will represent only the right to receive the estimated per-share redemption price of approximately $10.1577 (after taking into account the removal of a portion of the accrued interest in the trust account to pay taxes and $100,000 for dissolution expenses).

In order to provide for the disbursement of funds from the trust account, the Company will instruct 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. Record holders may redeem their Public Shares for their pro rata portion of the proceeds of the trust account upon presentation of their respective share or unit certificates or other delivery of their Public Shares or units to Continental Stock Transfer & Trust Company, the Company’s transfer agent. Beneficial owners of Public Shares held in “street name” 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 March 12, 2024.

There will be no redemption rights or liquidating distributions with respect to the Company’s warrants. The Company’s sponsor, officers, and directors have waived their redemption rights with respect to the shares of common stock issued to them prior to the Company’s initial public offering.

The Company expects that Nasdaq will file a Form 25 with the United States Securities and Exchange Commission (the “SEC”) to delist its securities on or about March 12, 2024.

Forward Looking-Statements

This press release 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, including, without limitation, the redemption of the Public Shares, the per-share redemption price, and the delisting of the Company’s securities from Nasdaq. When used in this press release, words such as “will,” “expect,” and similar expressions, as they relate to us or our management team, identify forward-looking statements. Forward-looking statements are subject to risks and uncertainties, many of which are difficult to predict and generally beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s latest Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q filed with the SEC. The forward-looking statements speak only as of the date such statements were made. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Contact
Cody Slach or Matthew Hausch
Gateway
ALTU@gatewayir.com
949-574-3860 

Why is Altitude Acquisition Corp. (ALTUU) redeeming all its outstanding shares of Class A common stock?

Altitude Acquisition Corp. (ALTUU) is redeeming its shares because it failed to complete an initial business combination within the specified timeframe as required by its amended and restated certificate of incorporation.

What will happen to Altitude Acquisition Corp. (ALTUU) securities after the delisting from Nasdaq?

Altitude Acquisition Corp. (ALTUU) securities will be delisted from Nasdaq, and shareholders holding Public Shares will receive an estimated per-share redemption price of approximately $10.1577.

How will shareholders receive the redemption amount for Altitude Acquisition Corp. (ALTUU) Public Shares?

Shareholders of Altitude Acquisition Corp. (ALTUU) can redeem their Public Shares for their pro rata portion of the proceeds of the trust account by presenting their share or unit certificates to the Company's transfer agent.

What actions have Altitude Acquisition Corp. (ALTUU) sponsor, officers, and directors taken regarding redemption rights?

Altitude Acquisition Corp. (ALTUU) sponsor, officers, and directors have waived their redemption rights with respect to the shares of common stock issued to them prior to the Company's initial public offering.

When is the redemption of Altitude Acquisition Corp. (ALTUU) Public Shares expected to be completed?

The redemption of Altitude Acquisition Corp. (ALTUU) Public Shares is expected to be completed within ten business days after March 12, 2024.