Alpha Star Acquisition Corp. Sets July 12th Shareholder Meeting

TL;DR

Alpha Star Acquisition Corp. (ASAC) proxy filed. Annual meeting July 12th. Vote your shares!

AI Summary

Alpha Star Acquisition Corp. is holding its Annual General Meeting of Shareholders on July 12, 2024. The company, a blank check company focused on real estate and construction, is located at 80 Broad Street, New York, NY. This filing is a definitive proxy statement, indicating it's the final version being sent to shareholders.

Why It Matters

This filing provides shareholders with crucial information and voting materials for the upcoming annual meeting, impacting the company's future direction and governance.

Risk Assessment

Risk Level: low — This is a standard annual proxy statement for a SPAC, with no immediate or unusual risks indicated in the filing itself.

Key Players & Entities

• Alpha Star Acquisition Corp. (company) — Registrant
• July 12, 2024 (date) — Annual General Meeting date
• 80 Broad Street, 5th Floor, New York, NY 10004 (location) — Company address

FAQ

Key Financial Figures

• $35,000 — 24 by depositing into the Trust Account $35,000 (the “ Extension Payment ”)
• $70,000 — fee in the amount of the lesser of (i) $70,000 for all remaining public shares and (ii
• $0.033 — or all remaining public shares and (ii) $0.033 for each remaining public share for eac
• $66,435,141.80 — June 18, 2024, there was approximately $66,435,141.80 in the trust account, representing a pe
• $11.57 — share pro rata amount of approximately $11.57. The closing price of Alpha Star’
• $11.44 — tar’s shares on June 18, 2024 was $11.44. Alpha Star cannot assure shareholders
• $45 — l typically charge the tendering broker $45 and the broker would determine whether

Filing Documents

• formdef14a.htm (DEF 14A) — 498KB
• 0001493152-24-025394.txt ( ) — 499KB

From the Filing

DEF 14A 1 formdef14a.htm UNITED SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Securities Exchange Act of 1934 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 Rule 14a-12 Alpha Star Acquisition Corporation (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 the appropriate box): 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. ALPHA STAR ACQUISITION CORPORATION 80 Broad Street, 5 th Floor New York, NY 10004 (212) 837-7977 NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON JULY 12, 2024 TO THE SHAREHOLDERS OF ALPHA STAR ACQUISITION CORPORATION: You are cordially invited to attend the 2024 Annual General Meeting of shareholders (the “ Annual General Meeting ”) of Alpha Star Acquisition Corporation (“ Alpha Star ,” “ Company ,” “ we ,” “ us ” or “ our ”). The Annual General Meeting will be held: At: offices of Han Kun LLP, located at 2/F, Rockefeller Center, 620 Fifth Avenue, New York, NY 10020 On: July 12, 2024 Time: 10am local time As an annual general meeting of the Company’s shareholders, the Annual General Meeting is being held for the purpose of considering and voting upon the following proposals: 1. a proposal of ordinary resolution to elect five directors to serve as members of the Board of Directors to hold office until the next annual meeting of stockholders or until their respective successors have been elected and qualified (the “ Proposal 1 ” or “ Election of Directors Proposal ”); 2. a proposal of ordinary resolution to ratify the appointment of UHY LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024 (the “ Proposal 2 ” or “ Auditor Appointment Ratification Proposal ”); 3. a proposal of ordinary resolution to amend the Company’s investment management trust agreement (the “ Trust Agreement ”), dated December 9, 2021 entered into by the Company and Wilmington Trust, N.A., as trustee (the “ trustee ”), as amended, to provide the Company with the discretion to extend the date on which to commence liquidating the trust account (the “ Trust Account ”) established in connection with the Company’s initial public offering (the “ IPO ”) up to five (5) additional times, each by a period of one month (the “ Extension ”), from July 15, 2024 to December 15, 2024 by depositing into the Trust Account $35,000 (the “ Extension Payment ”) for each one-month extension. The Trust Amendment is attached to the accompanying proxy statement as Annex A (the “ Proposal 3 ” or “ Trust Amendment Proposal ”); 4. a proposal of special resolution to amend the Company’s amended and restated memorandum and articles of association (the “ Amended and Restated Memorandum and Articles of Association ”) to extend the date by which the Company must consummate a business combination to December 15, 2024 (the “ Extended Date ”) and reduce the amount of the fee to extend such time period, by amending the Amended and Restated Memorandum and Articles of Association to delete the existing Section 36.2 thereof and replacing it with the new Section 36.2 in the form set forth in Annex B of the accompanying proxy statement (the “ Proposal 4 ” or “ Charter Amendment Proposal ”); and 5. a proposal of ordinary resolution to direct the chairman of the Annual General Meeting to adjourn the Annual General Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the Annual General Meeting, there are not sufficient votes to approve any of the foregoing proposals (the “ Proposal 5 ” or “ Adjournment Proposal ”). Each of the Election of Directors Proposal, the Auditor Appointment Ratification Proposal, the Trust Amendment Proposal, the Charter Amendment Proposal and the Adjournment Proposal will be more fully described in the accompanying proxy statement. As routine matters for the Annual General Meeting, shareholders will vote to elect five directors to continue to serve on the Board of Directors and ratify the appointment of UHY LLP (the “ UHY ”) as our independent registered public accounting firm for the fisca

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