Hennessy Capital Investment Corp. VI

09/27/2024 | Press release | Distributed by Public on 09/27/2024 12:59

Material Event Form 8 K

Item 8.01. Other Events

Announcement Rescheduling the Meeting

On September 27, 2024, Hennessy Capital Investment Corp. VI (the "Company") announced that its special meeting of stockholders (the "Meeting") would be postponed from 10:00 a.m. Eastern Time on September 30, 2024 to 2:30 p.m. Eastern Time on September 30, 2024. In connection with the postponement of the Meeting, the deadline for holders of the Company's Class A common stock issued in the Company's initial public offering ("IPO") to submit their shares for redemption remains unchanged, and shares must have been submitted for redemption by 5:00 p.m. Eastern Time on September 25, 2024. Stockholders who wish to withdraw their previously submitted redemption request may do so prior to the rescheduled meeting by requesting that the transfer agent return such shares by 2:00 p.m. Eastern Time on September 30, 2024.

Announcement of Estimated Redemption Price

As previously disclosed in the definitive proxy statement filed with the U.S. Securities and Exchange Commission (the "SEC") on September 11, 2024 (the "Definitive Proxy Statement"), at the Meeting, the stockholders will be asked, among other matters, to vote on a proposal to extend the date by which the Company must consummate its initial business combination (a "Business Combination") from September 30, 2024 to March 31, 2025 (the "Extended Date"), or such earlier date as determined by the Company's board of directors (the "Board"), and to allow the Company, without another stockholder vote, to elect, by resolution of the Board, to further extend the Extended Date to consummate a Business Combination up to three times for an additional one month each time, until up to June 30, 2025, unless the closing of a Business Combination shall have occurred prior thereto (the "Extension Amendment Proposal").

In connection with the Extension Amendment Proposal, stockholders may elect to redeem their public shares (an "Election") at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account established in connection with the Company's IPO (the "Trust Account"), including interest, divided by the number of then outstanding public shares. Based upon the amount in the Trust Account as of September 26, 2024, which was approximately $56.7 million, the preliminary estimated per-share price at which public shares will be redeemed in connection with an Election will be approximately $10.75 at the time of the Meeting. The closing price of the public shares on Nasdaq on September 26, 2024 was $11.26. The Company cannot assure shareholders that they will be able to sell their public shares in the open market, even if the market price per share is higher than the redemption price stated above, as there may not be sufficient liquidity in the Company's securities when such shareholders wish to sell their shares.

Waiver of Access to Dissolution Expenses

On September 27, 2024, the Board of Directors agreed to waive the Company's right under Section 9.2(d) of the Company's Amended and Restated Certificate of Incorporation, as amended, to access up to $100,000 of net interest from the Trust Account, subject to and conditioned upon the approval of the Extension Amendment Proposal at the Meeting. Hennessy Capital Partners VI LLC, a Delaware limited liability company, has agreed to pay up to $100,000 of dissolution expenses that might occur in the event a Business Combination does not occur.

Forward Looking Statements

This Current Report contains statements that are forward-looking and as such are not historical facts. These forward-looking statements include, but are not limited to, statements regarding our management team's expectations, hopes, beliefs, intentions or strategies regarding the future and any other statements that are not statements of current or historical facts. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. These forward-looking statements may be identified by the use of forward-looking terminology, including the words "anticipates," "believes," "continues," "could," "estimates," "expects," "intends," "plans," "may," "might," "plan," "possible," "potential," "projects," "predicts," "will," "would," or "should," or, in each case, their negative or other variations or comparable terminology, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition and liquidity, and developments in the industry in which we operate, may differ materially from those made in or suggested by the forward-looking statements contained in this Current Report, and undue reliance should not be placed on forward-looking statements. In addition, even if our results or operations, financial condition and liquidity, and developments in the industry in which we operate are consistent with the forward-looking statements contained in this Current Report, those results or developments may not be indicative of results or developments in subsequent period. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. Please refer to those risk factors described under "Item 1A. Risk Factors" of the Company's Annual Report on Form 10-K filed with the SEC on March 29, 2024, under "Risk Factors" section in the Company's Definitive Proxy Statement in connection with the Meeting, as filed with the SEC on September 11, 2024, and in other reports the Company files with the SEC.