SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

PURSUANT TO SECTION 13 OR 15(D)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): March 30, 2023

 

Home Plate Acquisition Corporation

(Exact name of registrant as specified in its charter)

 

(917) 703-2312

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Securities registered pursuant to Section 12(b) of the Act:

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Amendment No. 1 to the Investment Management Trust Agreement

As approved by its stockholders at the special meeting of stockholders held on March 30, 2023 (the “Special Meeting”), Home Plate Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company entered into Amendment No. 1 (the “IMTA Amendment”) to the Investment Management Trust Agreement, dated as of September 29, 2021 (the “IMTA”).  The IMTA Amendment amends the IMTA allowing the Company to extend the period of time the Company must consummate a Business Combination (as defined in the IMTA) pursuant to the IMTA from April 4, 2023 to October 4, 2023.

The foregoing description of the IMTA Amendment is qualified in its entirety by reference to the IMTA Amendment, a copy of which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.

As approved by its stockholders at the Special Meeting, the Company filed an amendment (the “Extension Amendment”) to the Company’s Amended and Restated Certificate of Incorporation (the “A&R Charter”) with the Secretary of State of the State of Delaware.  The Extension Amendment (i) extends the date by which the Company must consummate its initial business combination from April 4, 2023 to October 4, 2023 and (ii) provides holders of the Company’s Class B common stock, par value $0.0001 per share (“Class B Common Stock”) the right to convert any and all of their Class B Common Stock into the Company’s Class A common stock, par value $0.0001 per share (“Class A Common Stock” and, together with the Class B Common Stock, the “Common Stock”) on a one-for-one basis prior to the closing of a business combination at the election of the holder.

The foregoing description is qualified in its entirety by reference to the Extension Amendment, a copy of which is attached as Exhibit 3.1 hereto and is incorporated herein by reference.

On March 30, 2023, the Company convened the Special Meeting.  As of the close of business on March 6, 2023, the record date for the Special Meeting, there were an aggregate of 25,000,000 shares of Common Stock outstanding (consisting of 20,000,000 shares of Class A Common Stock and 5,000,000 shares of the Company’s Class B Common Stock), each of which was entitled to one vote with respect to the Extension Amendment Proposal, the Trust Amendment Proposal and the Founder Share Amendment Proposal (each as defined below).  A total of 19,338,174 shares of Common Stock, representing approximately 77.35% of the outstanding shares of Common Stock entitled to vote at the Special Meeting, were present in person or by proxy, constituting a quorum.  The proposals listed below are described in more detail in the Company’s definitive proxy statement, which was filed with the Securities and Exchange Commission on March 13, 2023.  The stockholders of the Company voted on proposals to amend the A&R Charter to extend the date by which the Company must consummate a business combination (the “Extension Amendment Proposal”) and to provide holders of Class B Common Stock the right to convert their Class B Common Stock into Class A Common Stock prior to the closing of a business combination (the “Founder Share Amendment Proposal”) and to amend the IMTA to extend the date by which the Company must consummate a business combination (the “Trust Amendment Proposal”).  A summary of the voting results at the Special Meeting is set forth below:

Stockholders holding 17,727,065 shares of Class A Common Stock exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account.  As a result, approximately $181,169,174 (approximately $10.22 per share) will be withdrawn from the Trust Account to pay such redeeming holders.

(d)

Exhibits.

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.

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