2022-11-25 | Press Release | PMV Consumer Acquisition Corp. Announcing the Redemption of Class A Common Stock | So Good News
Palm Beach, FL, Nov. 25, 2022 (GLOBE NEWSWIRE) — PMV Consumer Acquisition Corp. (OTC Pink: PMVC) (“PMV” or the “Company”) announced today that it has decided to redeem all of its outstanding Class A Common Stock subject to redemption, 2,046,609 shares issued in its IPO (“Class A Shares&CurlyCurlyDoubleQuote;) pursuant to the terms in its charter (“Redemption”). The redemption will be completed after the expiration of the notice period specified in the redemption notice issued to the shareholders.
As described in the Company’s charter&CurlyQuote; the holders of the redeemed Class A Shares will receive a portion of the proceeds, plus the interest earned on the interest that may be used by the Company to pay its taxes (but not any) held in the IPO Trust Account of the Company&CurlyQuote; Pro rata shares will be calculated by dividing the number of Class A Shares redeemed from the holder by the total number of Class A Shares outstanding. Alternatively, a holder may elect to receive shares of Class C Common Stock issued on a one-time basis for the number of Class A Shares redeemed from the holder, including shares & CloseCurlyQuote; Common Stock held in the Trust Account (“Stock Election & CloseCurlyDoubleQuote;”). The pro rata share of Class C Common Stock held in the Trust Account will be calculated by dividing the number of Class A Shares redeemed from the holder by the total number of Class A Shares A redeemed from all holders of Class A Shares who elect the Stock. Election. If the shareholder elects the Stock Election, the amount that would have been paid as Redemption Fee will be withdrawn from the Trust Account and transferred to the Company.
The Redemption will not include the 3,000,000 shares of Class A Common Stock of PMV Consumer Acquisition Holding Company, LLC, the Company’s Sponsor, any funds held in the Trust Account.
The amount paid per share as Cash Redemption Fee will be approximately $10.09. As of November 22, 2022, the balance in the Trust Account was approximately $20,662,945, which includes approximately $196,855 in interest. In accordance with the terms of the Company’s charter the Company expects to retain a portion of the interest from the Trust Account to pay taxes. Accordingly, approximately $20,642,945 of cash will be available to redeem 2,046,609 Class A shares, resulting in a redemption price of approximately $10.09 per share.
Holders of Class A Shares who elect the Stock Option will receive shares of Class C Common Stock that are not listed on the securities exchange, and the shares transferred from the Trust Account are not registered under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of the State, and no such shares or any interest may be issued, sold, exchanged, pledged or otherwise disposed of except pursuant to a valid registration statement under the Securities Act or such regulations, or exempted from registration under the Securities Act and such regulations , in the opinion of the Company’s counsel, exists. Accordingly, it is unlikely that a commercial market for any Class C Common Stock will develop, and the price per share is expected to be highly uncertain.
Upon redemption, the redeemed Class A Shares will no longer be deemed to be outstanding and all rights of the holders as owners of the Company with respect to the redeemed Class A Shares will cease.
The Company will provide a written notice of redemption to each holder of Class A Shares, the notice will specify the date of redemption, which will not exceed thirty (30) days after the notice is given, and the procedures for making the Stock Election and the cancellation of sub-dividends.
Following the redemption, the Company expects to file a Form 15 with the US Securities and Exchange Commission to suspend or terminate its filing obligations under the Securities Exchange Act of 1934, as amended. After that, the Company expects to continue to pursue more business opportunities operating as an unregistered company with Class A Common Stock listed on the OTC Pink market. By developing potential business opportunities, the Company may seek additional funding opportunities.
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PMV Consumer Acquisition Corp. is a blank check company formed for the purpose of merging, exchanging shares, acquiring assets, purchasing shares, restructuring, or combining another similar business with one or more businesses or corporations. The Company’s efforts to identify prospective business are not limited to a specific industry or region, although initially the Company intends to focus on potential business prospects.
This article contains forward-looking statements based on expectations that involve significant risks and uncertainties. All forecasts, predictions, future plans or other statements, other than historical statements, are forward-looking statements and include words or phrases such as “believes,” “will,” “expects,” “expects,” “intends,” “estimates.” ,” “plan,” “believe,” “may” are similar words and phrases. Forward-looking statements in this article are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Sec. 21E of the Exchange Act, and involves risks and uncertainties. We cannot guarantee that such expectations will be accurate. Actual results may differ due to various risks and uncertainties, many of which are beyond the Company’s control.
Timothy J. Foufas
Co-President and Secretary
Phone: (561) 318-3766