/NOT FOR DISTRIBUTION TO U.S. NEWSWIRES
OR DISSEMINATION IN THE UNITED STATES/
TORONTO, April 11,
2024 /CNW/ - FG ACQUISITION CORP. (TSX:
FGAA.U), (TSX: FGAA.WT.U) (the "Corporation") announced
today that it has filed the notice of meeting, management
information circular and form of proxy (the "Meeting
Materials") in connection with a special meeting of the
shareholders of the Corporation to be held virtually
at 12:00 pm (Toronto
time) on Wednesday, May 15, 2024 (the
"Meeting"). Copies of the Meeting Materials have been filed
under the Corporation's SEDAR+ profile at www.sedarplus.ca and
will be mailed by the Corporation to holders of the Class A
restricted voting shares (the "Class A Restricted Voting
Shares").
At the Meeting, holders of the Class A Restricted Voting Shares
will vote on a resolution to extend the date by which the
Corporation has to consummate a qualifying acquisition from
July 5, 2024 to November 5, 2024 (the "Extension"), if
necessary (the "Extension Resolution").
In connection with the Meeting, the Corporation will provide
holders of Class A Restricted Voting Shares with the opportunity to
deposit for redemption all or a portion of their Class A Restricted
Voting Shares, irrespective of whether such holders voted for or
against, or did not vote on, the Extension Resolution, provided
that they deposit their shares for redemption prior to the second
business day before the date of the Meeting, being May 13, 2024. Holders of Class A Restricted
Voting Shares who do not redeem their Class A Restricted Voting
Shares in connection with the Extension will retain their
redemption rights and have a further opportunity to redeem in
connection with the closing of the Corporation's qualifying
acquisition.
Holders of Class A Restricted Voting Shares whose Class A
Restricted Voting Shares are held through an intermediary may have
earlier deadlines for depositing their Class A Restricted Voting
Shares pursuant to the redemption right. If the deadline for
depositing such shares held through an intermediary is not met by a
holder of Class A Restricted Voting Shares, such holder's Class A
Restricted Voting Shares may not be eligible for
redemption.
Additional important information for Shareholders relating
to, among other things, the business of the Meeting, background of
the Meeting, redemption rights (with respect to holders of the
Class A Restricted Voting Shares), voting procedures, the
appointment and registration of proxyholders and how to attend and
participate at the Meeting are set out in the Meeting Materials.
Shareholders should read such materials carefully.
About FG Acquisition Corp.
FG Acquisition Corp.
is a special purpose acquisition company incorporated under the
laws of British Columbia for the
purpose of effecting, directly or indirectly, an acquisition of one
or more businesses or assets, by way of a merger, amalgamation,
arrangement, share exchange, asset acquisition, share purchase,
reorganization, or any other similar business combination involving
the Corporation. Kyle Cerminara
serves as Chairman, Larry Swets, Jr.
serves as Director and Chief Executive Officer, and Hassan R. Baqar serves as Director and Chief
Financial Officer of the Corporation. In addition, Robert I. Kauffman, a former co-founder and
Principal of Fortress Investment Group, serves as a Senior Advisor
to the Corporation. The Corporation received US$115 million of proceeds from its initial
public offering which was completed on April
5, 2022 and the closing of the over-allotment option granted
in connection with such initial public offering which was completed
on April 20, 2022. The gross proceeds
of the offering were placed in an escrow account with TSX Trust
Company immediately thereafter and will be released upon
consummation of the Corporation's qualifying acquisition in
accordance with the terms and conditions of the escrow
agreement.
Forward‐Looking Statements
This press release
may contain forward‐looking information within the meaning of
applicable securities legislation, which reflects the Corporation's
current expectations regarding future
events. Forward‐looking information is based on a number
of assumptions and is subject to a number of risks and
uncertainties, many of which are beyond the Corporation's control,
that could cause actual results and events to differ materially
from those that are disclosed in or implied by such forward‐looking
information. The Corporation does not undertake any obligation to
update such forward‐looking information, whether as a result of new
information, future events or otherwise, except as expressly
required by applicable law.
SOURCE FG Acquisition Corp.