Relativity Acquisition Corp. Schedules Special Meeting of Stockholders
Ticker: ACQC · Form: DEF 14A · Filed: Jan 31, 2024 · CIK: 1860484
| Field | Detail |
|---|---|
| Company | Relativity Acquisition CORP (ACQC) |
| Form Type | DEF 14A |
| Filed Date | Jan 31, 2024 |
| Risk Level | low |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $632,000,000, $10.00, $50, $15, $10,000 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: proxy statement, special meeting, stockholders, virtual meeting, voting
TL;DR
<b>Relativity Acquisition Corp. is holding a virtual special meeting on February 13, 2024, to vote on proposals.</b>
AI Summary
Relativity Acquisition Corp (ACQC) filed a Proxy Statement (DEF 14A) with the SEC on January 31, 2024. Special meeting of stockholders to be held virtually on February 13, 2024, at 10:00 a.m. Eastern time. Stockholders can attend, vote, and submit questions online at https://www.cstproxy.com/relativityacquisition/2024. Proxy statement dated January 31, 2024, is being mailed to stockholders. The meeting's sole purpose is to consider and vote on proposals. Stockholders are urged to submit their proxy votes by telephone or mail before the meeting date.
Why It Matters
For investors and stakeholders tracking Relativity Acquisition Corp, this filing contains several important signals. The meeting is a critical step for Relativity Acquisition Corp. to move forward with its corporate objectives, requiring stockholder approval. Prompt proxy voting is essential to ensure sufficient representation and facilitate the company's decision-making process.
Risk Assessment
Risk Level: low — Relativity Acquisition Corp shows low risk based on this filing. The filing is a routine proxy statement for a special meeting, with no immediate financial or operational disclosures that would indicate high risk.
Analyst Insight
Stockholders should review the proxy materials and vote their shares to ensure their voice is heard on the proposals presented at the special meeting.
Key Numbers
- 10:00 a.m. Eastern time — Meeting Time (Time of the special meeting)
- 20240131 — Proxy Statement Date (Date the proxy statement is dated)
- 20240213 — Meeting Date (Date of the special meeting)
Key Players & Entities
- Relativity Acquisition Corp. (company) — Registrant and Company name
- February 13, 2024 (date) — Date of the special meeting
- January 31, 2024 (date) — Date of the proxy statement
- 3753 Howard Hughes Parkway, Suite 200 (address) — Company business and mailing address
- Las Vegas, NV 89169 (address) — Company business and mailing address
- https://www.cstproxy.com/relativityacquisition/2024 (url) — Link to attend the virtual meeting
FAQ
When did Relativity Acquisition Corp file this DEF 14A?
Relativity Acquisition Corp filed this Proxy Statement (DEF 14A) with the SEC on January 31, 2024.
What is a DEF 14A filing?
A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Relativity Acquisition Corp (ACQC).
Where can I read the original DEF 14A filing from Relativity Acquisition Corp?
You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Relativity Acquisition Corp.
What are the key takeaways from Relativity Acquisition Corp's DEF 14A?
Relativity Acquisition Corp filed this DEF 14A on January 31, 2024. Key takeaways: Special meeting of stockholders to be held virtually on February 13, 2024, at 10:00 a.m. Eastern time.. Stockholders can attend, vote, and submit questions online at https://www.cstproxy.com/relativityacquisition/2024.. Proxy statement dated January 31, 2024, is being mailed to stockholders..
Is Relativity Acquisition Corp a risky investment based on this filing?
Based on this DEF 14A, Relativity Acquisition Corp presents a relatively low-risk profile. The filing is a routine proxy statement for a special meeting, with no immediate financial or operational disclosures that would indicate high risk.
What should investors do after reading Relativity Acquisition Corp's DEF 14A?
Stockholders should review the proxy materials and vote their shares to ensure their voice is heard on the proposals presented at the special meeting. The overall sentiment from this filing is neutral.
How does Relativity Acquisition Corp compare to its industry peers?
Relativity Acquisition Corp. is a special purpose acquisition company (SPAC), which typically aims to merge with or acquire an existing business.
Are there regulatory concerns for Relativity Acquisition Corp?
This filing is a proxy statement (DEF 14A) under the Securities Exchange Act of 1934, used to solicit proxies from shareholders for a meeting.
Industry Context
Relativity Acquisition Corp. is a special purpose acquisition company (SPAC), which typically aims to merge with or acquire an existing business.
Regulatory Implications
This filing is a proxy statement (DEF 14A) under the Securities Exchange Act of 1934, used to solicit proxies from shareholders for a meeting.
What Investors Should Do
- Review the proxy statement for details on the proposals to be voted on.
- Submit your proxy vote by telephone or mail before the February 13, 2024 meeting.
- Attend the virtual meeting online to participate and ask questions.
Key Dates
- 2024-02-13: Special Meeting of Stockholders — To consider and vote on proposals.
- 2024-01-31: Proxy Statement Date — Date the proxy statement was issued.
Year-Over-Year Comparison
This is a DEF 14A filing for a special meeting, indicating a specific event rather than a routine quarterly or annual report comparison.
Filing Stats: 4,383 words · 18 min read · ~15 pages · Grade level 19 · Accepted 2024-02-01 09:57:04
Key Financial Figures
- $632,000,000 — ggregate consideration in the amount of $632,000,000, to be paid in the common stock of Pubc
- $10.00 — in the common stock of Pubco valued at $10.00 per share of common stock. At th
- $50 — 0;5450(b)(2)(A), requiring a minimum of $50 million Market Value of Listed S
- $15 — 0;5450(b)(2)(C), requiring a minimum of $15 million in Market Value of Publi
- $10,000 — r which the Sponsor was required to pay $10,000 in the Trust Account. As a result of th
- $1,000 — ompany deposited an aggregate amount of $1,000 from its working capital into th
- $8,500 — agreed to loan to us the lesser of (x) $8,500 or (y) $0.056 per public share (as defi
- $0.056 — n to us the lesser of (x) $8,500 or (y) $0.056 per public share (as defined below) tha
- $11.45 — otal redemption amount of approximately $11.45 per share, in comparison to the current
- $11.39 — rent redemption amount of approximately $11.39 per share (plus any applicable interest
- $5,600 — gregate Extension Loan of approximately $5,600, resulting in a total redemption amount
- $102,000 — regate Extension Loans of approximately $102,000, resulting in a total redemption amount
- $12.06 — otal redemption amount of approximately $12.06 per share, in comparison to the current
- $67,200 — gregate Extension Loan of approximately $67,200, resulting in a total redemption amount
- $1.7 million — s in the Trust Account of approximately $1.7 million as of such date, the pro rata portion o
Filing Documents
- def14a0124_relativityacq.htm (DEF 14A) — 705KB
- 0001213900-24-008517.txt ( ) — 706KB
From the Filing
DEF 14A 1 def14a0124_relativityacq.htm PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ Schedule 14A _____________________ Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.          ) Filed by the Registrant   Filed by a party other than the Registrant   Check the appropriate box:   Preliminary Proxy Statement   Confidential, for Use of the Commission Only (as permitted by Rule 14a -6 (e)(2))   Definitive Proxy Statement   Definitive Additional Materials   Soliciting Material under §240.14a -12 RELATIVITY ACQUISITION CORP. (Name of Registrant as Specified In Its Charter) ___________________________________________________________________ (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply):   No fee required   Fee paid previously with preliminary materials.   Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a -6 (i)(1) and 0 -11   Table of Contents RELATIVITY ACQUISITION CORP. c / o 3753 Howard Hughes Pkwy Suite 200 Las Vegas, NV 89169 LETTER TO STOCKHOLDERS TO THE STOCKHOLDERS OF RELATIVITY ACQUISITION CORP.: You are cordially invited to attend the special meeting of stockholders (the “ Meeting ”), of Relativity Acquisition Corp. (“ we ”, “ us ”, “ our ” or the “ Company ”), to be held at 10:00 a.m. Eastern time on February 13, 2024. The Meeting will be a completely virtual meeting of stockholders, which will be conducted via live webcast. You will be able to attend the Meeting online, vote and submit your questions during the Meeting by visiting https://www.cstproxy .com /relativityacquisition/2024 . Even if you are planning on attending the Meeting online, please promptly submit your proxy vote by telephone, or, if you received a printed form of proxy in the mail, by completing, dating, signing and returning the enclosed proxy, so your shares will be represented at the Meeting. Instructions on voting your shares are on the proxy materials you received for the Meeting. Even if you plan to attend the Meeting online, it is strongly recommended you complete and return your proxy card before the Meeting date, to ensure that your shares will be represented at the Meeting if you are unable to attend. The accompanying proxy statement (the “ Proxy Statement ”) is dated January 31, 2024, and is first being mailed to stockholders of the Company on or about that date. The sole purpose of the Meeting is to consider and vote upon the following proposals (the “ Proposals ”): 1)        a proposal to amend the Company’s third amended and restated certificate of incorporation (the “ Charter ”), in the form set forth in  Annex A  to the accompanying Proxy Statement (the “ Second Extension Amendment ” and such proposal, the “ Second Extension Amendment Proposal ”), to extend the date by which the Company must (i) consummate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (a “ Business Combination ”), (ii) cease all operations except for the purpose of winding up, and (iii) redeem or repurchase 100% of the Company’s Class A common stock included as part of the units sold in the Company’s initial public offering (the “ Public Shares ”) that was consummated on February 15, 2022 (the “ IPO ”), from February 15, 2024 to February 15, 2025 (the “ Second Extension ”, and such later date, the “ Second Extended Date ”), or such earlier date as determined by the Company’s board of directors (the “ Board ”); 2)        a proposal to amend the Company’s investment management trust agreement, dated as of February 10, 2022 (the “ Trust Agreement ”), by and between the Company and Continental Stock Transfer & Trust Company (the “ Trustee ”), to permit the Trustee to maintain the funds in the Trust Account in an interest -bearing demand deposit account at a bank (the “ Trust Amendment ” and such proposal, the “ Trust Amendment Proposal ”); and 3)        a proposal to approve the adjou