TMT Acquisition Corp Announces Changes to Contribution to Trust Account and the Use of Funds in Trust Account to Pay Dissolution Expenses in Connection with Extension Amendment Proposal

Rhea-AI Summary

TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, TMTCR) announced changes to its trust account contributions and use of funds for dissolution expenses in connection with its Extension Amendment Proposal. If approved, the company's sponsor will contribute $140,000 per month as a loan for each additional one-month extension from September 30, 2024, to December 30, 2024. These contributions will be deposited in the trust account and are conditional on the proposal's implementation. The funds will not bear interest and will be repayable upon consummation of a business combination.

The proposal aims to extend the deadline for completing a business combination, allowing up to five extensions: two three-month extensions until September 30, 2024, and three one-month extensions until December 30, 2024. If approved, trust account funds will not be used for dissolution expenses. The record date for voting remains August 30, 2024, and shareholders are encouraged to vote as soon as possible.

Positive

• Potential for extended time to complete a business combination
• Additional funding of $140,000 per month during extensions
• Trust account funds protected from dissolution expenses

Negative

• Increased financial obligation for the sponsor
• Potential delay in returning funds to shareholders if no business combination is completed
• Extended uncertainty for investors regarding the company's future

Insights

Financial Analyst

This announcement from TMT Acquisition Corp is primarily procedural and doesn't significantly impact the company's financial position or prospects. The key points are:

• The company is seeking shareholder approval to extend its deadline for completing a business combination.
• If approved, the sponsor will contribute $140,000 per month for up to three months during the second extension period.
• These funds will be deposited into the trust account and can be repaid upon completion of a business combination.
• Trust funds won't be used for dissolution expenses if the extension is approved.

While this extension provides more time to find a suitable acquisition target, it doesn't guarantee success. For investors, this news is neutral, as it neither improves nor worsens the company's fundamental outlook. The additional contributions from the sponsor show commitment but also dilute the trust value slightly. Overall, this is a common move for SPACs nearing their deadline and doesn't significantly alter the investment thesis for TMTC.

New York, NY, Sept. 25, 2024 (GLOBE NEWSWIRE) -- TMT Acquisition Corp (Nasdaq: TMTCU, TMTC, and TMTCR) (the “Company”) announced today that if the proposal to amend the Company’s Amended and Restated Memorandum and Articles of Association, which provides that the Company may elect to extend the date by which the Company has to consummate a business combination (the “Combination Period”) for a total of up to five (5) times, as follow: (i) two (2) times for an additional three (3) months each time from March 30, 2024 to September 30, 2024 (the “First Extension Period”); and subsequently (ii) three (3) times, for an additional one (1) month each time, from September 30, 2024 to December 30, 2024 (the “Second Extension Period”), if requested by the Sponsor (as defined herein) and upon two calendar days’ advance notice prior to the applicable deadline (such proposal, the “Extension Amendment Proposal”), is approved at the Company’s previously announced extraordinary general meeting, as subsequently postponed or adjourned (the “Meeting”), and the extension is implemented, its sponsor, 2TM Holding LP, or its sponsor’s designees will contribute to the Company as a loan $140,000 for each month during the additional one (1) month extensions in the Second Extension Period from September 30, 2024 to December 30, 2024 (“Contribution”), that is needed to complete an initial business combination. In addition, if the Extension Amendment Proposal is approved, the funds held in the Trust Account shall not be used to pay dissolution expenses.

Each Contribution will be deposited in the Company’s trust account on or prior to the date of the applicable deadline. Any Contribution is conditioned upon the implementation of the Extension Amendment Proposal. No Contribution will occur if the Extension Amendment Proposal is not approved. The amount of each Contribution will not bear interest to the sponsor as a loan and will be repayable by the Company to the sponsor or its designees upon consummation of the business combination. If the Company opts not to utilize any remaining portion of the extensions, then the Company will liquidate and dissolve promptly in accordance with its Amended and Restated Memorandum and Articles of Association, and the sponsor’s obligation to make additional contributions will terminate.

The record date for determining the Company shareholders entitled to receive notice of and to vote at the Meeting remains the close of business on August 30, 2024 (the “Record Date”). Shareholders as of the Record Date can vote, even if they have subsequently sold their shares. Shareholders who have previously submitted their proxies or otherwise voted and who do not want to change their vote need not take any action. Shareholders who have not yet done so are encouraged to vote as soon as possible.

If any shareholder has questions or needs assistance in connection with the Meeting, please contact the Company’s proxy solicitor, LAUREL HILL ADVISORY GROUP, LLC, 2 Robbins Lane, Suite 201, Jericho, New York 11753, Tel (855) 414-2266, Fax (516) 933-3108, Email: info@laurelhill.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. Such statements may include, but are not limited to, statements regarding the Meeting and the proposed Contribution. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties that may cause actual results to differ significantly. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise. Readers are cautioned not to put undue reliance on forward-looking statements.

Additional Information and Where to Find It

On September 9, 2024, the Company filed a definitive proxy statement with the Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the Meeting. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER DOCUMENTS THE COMPANY FILES WITH THE SEC CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of the definitive proxy statement (including any amendments or supplements thereto) and other documents filed with the SEC through the web site maintained by the SEC at www.sec.gov or by directing a request to the Company’s proxy solicitor at LAUREL HILL ADVISORY GROUP, LLC, 2 Robbins Lane, Suite 201, Jericho, New York 11753, Tel (855) 414-2266, Fax (516) 933-3108, Email: info@laurelhill.com.  

Participants in the Solicitation

The Company and its respective directors and officers may be deemed to be participants in the solicitation of proxies from shareholders in connection with the Meeting. Additional information regarding the identity of these potential participants and their direct or indirect interests, by security holdings or otherwise, is set forth in the definitive proxy statement. You may obtain free copies of these documents using the sources indicated above.

Contact

Dajiang Guo
Email: dguo@tmtacquisitioncorp.com
Tel.: 347-627-0058

FAQ

What changes did TMT Acquisition Corp (TMTC) announce regarding its trust account?

TMT Acquisition Corp announced that its sponsor will contribute $140,000 per month as a loan for each additional one-month extension from September 30, 2024, to December 30, 2024, if the Extension Amendment Proposal is approved. These funds will be deposited in the trust account and will not be used for dissolution expenses.

How many extensions is TMT Acquisition Corp (TMTC) seeking in its proposal?

TMT Acquisition Corp is seeking up to five extensions: two three-month extensions until September 30, 2024, and three one-month extensions until December 30, 2024.

When is the record date for TMT Acquisition Corp (TMTC) shareholders to vote on the Extension Amendment Proposal?

The record date for TMT Acquisition Corp shareholders to vote on the Extension Amendment Proposal is August 30, 2024.

What happens if TMT Acquisition Corp (TMTC) doesn't use all the extensions?

If TMT Acquisition Corp opts not to use all the extensions, the company will liquidate and dissolve promptly in accordance with its Amended and Restated Memorandum and Articles of Association, and the sponsor's obligation to make additional contributions will terminate.