Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material
29 5월 2024 - 8:32PM
Edgar (US Regulatory)
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
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 |
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|
☒ |
Definitive
Additional Materials |
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|
☐ |
Soliciting
Material under §240.14a-12 |
VALUENCE
MERGER CORP. I |
(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 14a6(i)(1) and 0-11 |
VALUENCE
MERGER CORP. I
4
Orinda Way, Suite 100D
Orinda,
California 94563
SUPPLEMENT
TO
PROXY
STATEMENT DATED MAY 17, 2024
FOR
THE EXTRAORDINARY GENERAL MEETING OF
VALUENCE
MERGER CORP. I
Dear
Shareholders of Valuence Merger Corp. I:
You
have previously received definitive proxy materials dated May 17, 2024 (the “Proxy Statement”) in connection with the Extraordinary
General Meeting of Valuence Merger Corp. I, a Cayman Islands exempted company (the “Company”), to be held on May 30, 2024
at 9:00 A.M., Eastern Time, at the offices of White & Case LLP, located at 1221 Avenue of the Americas, New York, NY 10020.
Following
the filing and mailing of the Proxy Statement, the Company discovered a scrivener’s error in the maximum possible length of the
New Extension. Rather than a maximum possible Deadline Date of 42 months following the IPO, the New Extension, if approved by shareholders,
would permit the Board to extend the Deadline Date to a maximum of up to 48 months following the IPO. The purpose of this document (the
“Proxy Supplement”) is to correct such error. You should read this Proxy Supplement together with the Proxy Statement. Capitalized
terms used but not defined herein have the meanings given to them in the Proxy Statement.
Clarification
of Length of New Extension
The
Company hereby clarifies that if the Extension Amendment Proposal is approved and implemented, the initial two-month period of the New
Extension would extend the Deadline Date to August 3, 2024, which is the date that is 29 months after the date of the Company’s
IPO. Thereafter, if the Board elects to further extend the Deadline Date for all 19 potential additional months of the New Extension,
such elections would extend the Deadline Date to up to March 3, 2026, which is the date that is 48 months after the date of the Company’s
IPO. Accordingly, all references to “September 3, 2025” in the Proxy Statement are hereby replaced with “March 3, 2026”
and all references to “42 months” in the Proxy Statement, including Annex A, are hereby replaced with “48 months”.
Except
as set forth herein, all other information in the Proxy Statement remains unchanged. If you have previously-submitted a proxy or tendered
your shares for redemption in accordance with the procedures set forth in the Proxy Statement and you do not wish to make any changes,
you do not need to do anything further.
YOUR
VOTE IS VERY IMPORTANT. PLEASE VOTE YOUR SHARES PROMPTLY.
Whether
or not you plan to participate in the Extraordinary General Meeting, please complete, date, sign and return the proxy card mailed to
you with the Proxy Statement without delay. Voting by proxy will not prevent you from attending the Extraordinary General Meeting in
person. Please note, however, that if your shares are held of record by a broker, bank or other agent and you wish to attend the Extraordinary
General Meeting in person, you must obtain a proxy issued in your name from that holder of record and reserve your attendance at least
two business days in advance of the Extraordinary General Meeting by contacting White & Case LLP, at 1221 Avenue of the Americas,
New York, New York 10020. Only shareholders of record at the close of business on the Record Date may vote at the Extraordinary General
Meeting or any adjournment or postponement thereof.
This
Proxy Supplement is dated May 29, 2024
Valuence Merger Corporat... (NASDAQ:VMCAW)
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