Slam Corp.

12/09/2024 | Press release | Distributed by Public on 12/09/2024 15:07

Proxy Results - Form 425

Item 5.07 Submission of Matters to a Vote of Security Holders

On December 9, 2024, Slam Corp. ("Slam" or the "Company") convened and then adjourned, without conducting any other business, its extraordinary general meeting of its shareholders (the "Shareholder Meeting") relating to its previously announced proposed amendment to the Company's amended and restated memorandum and articles of association to (i) extend the date (the "Termination Date") by which Slam has to consummate a Business Combination (as defined below) from December 25, 2024 to January 25, 2025 (the "Articles Extension Date") and to allow the Company, without another shareholder vote, to elect to extend the Termination Date to consummate a Business Combination on a monthly basis for up to eleven times by an additional one month each time after the Articles Extension Date, by resolution of the board of directors of Slam, if requested by Slam Sponsor, LLC, a Cayman Islands limited liability company (the "Sponsor"), and upon five days' advance notice prior to the applicable Termination Date, until December 25, 2025 or a total of up to eleven additional months after the Articles Extension Date, unless the closing of a Business Combination shall have occurred prior thereto (the "Extension Amendment Proposal"), (ii) to permit for the issuance of Class A ordinary shares, par value $0.0001 per share, (the "Class A Ordinary Shares" or the "Public Shares") to holders of the Company's Class B ordinary shares, par value $0.0001 per share, (the "Class B Ordinary Shares," and together with the Class A Ordinary Shares, the "Ordinary Shares"), upon the exercise of the right of a holder of the Class B Ordinary Shares to convert such holder's Class B Ordinary Shares into Class A Ordinary Shares on a one-for-one basis at any time and from time to time prior to the closing of an initial Business Combination at the election of the holder (the "Founder Share Amendment Proposal"). The only proposal submitted for a vote of the shareholders at the Shareholder Meeting was the approval of the adjournment proposal, which is described in greater detail in Slam's definitive proxy statement filed with the U.S. Securities and Exchange Commission on November 25, 2024.

The holders of 20,864,118 Ordinary Shares held of record as of November 20 2024, the record date for the Shareholder Meeting, were present in person or by proxy, representing approximately 88.96% of the voting power of Slam as of the record date for the Shareholder Meeting, and constituting a quorum for the transaction of business. The shareholders approved the Adjournment Proposal, as defined in the definitive proxy statement filed with the U.S. Securities and Exchange Commission (the "SEC") on November 25, 2024. The Shareholder Meeting has been adjourned until December 16, 2024 at 10:00 a.m., Eastern Time.

The voting results for the Adjournment Proposal is as follows:

For Against Abstain
19,192,918 1,670,872 328

The Shareholder Meeting will be accessible via a live audio webcast at https://www.cstproxy.com/slamcorp/egm2024 or by dialing 1-800-450-7155 (toll-free United States and Canada) or +1 857-999-9155 (International), conference ID 6841927#. Shareholders will be able to submit a question to the Company's management online in advance of the meeting at the following website, https://www.cstproxy.com/slamcorp/egm2024, or live during the Shareholder Meeting.

In connection with the adjournment of the Shareholder Meeting, the Company is extending the deadline for its shareholders to withdraw any previously delivered demand for redemption to 9:00 a.m., Eastern Time, on December 16, 2024. If a shareholder has previously submitted a request to redeem its Public Shares in connection with the Shareholder Meeting and would like to reverse such request, such shareholder may contact the Company's transfer agent, Continental Stock Transfer & Trust Company, at [email protected].