GlobeNewswire Inc. · Jan 23, 2024
NEW YORK, NY, Jan. 22, 2024 (GLOBE NEWSWIRE) -- Newcourt Acquisition Corp (“Newcourt”) (NASDAQ: NCAC) announced today that the conditions to closing the business combination (the “Business Combination”) pursuant to the Amended and Restated Business Combination Agreement, dated July 31, 2023 (as amended, supplemented, or otherwise modified from time to time, the “Amended and Restated Business Combination Agreement”), by and among Newcourt, Newcourt SPAC Sponsor LLC, Psyence Group Inc. (CSE: PSYG) (“Psyence”), Psyence Biomedical Ltd., a corporation organized under the laws of Ontario, Canada (“Pubco”), Psyence (Cayman) Merger Sub, Psyence Biomed Corp., and Psyence Biomed II Corp. have not yet been satisfied and the business combination has not closed. The parties are working together to expeditiously satisfy such closing conditions, including obtaining the approval of Nasdaq to list Pubco’s ordinary shares following the closing of the business combination. On January 22, 2024, Newcourt’s shareholders approved to extend the date by which Newcourt must consummate its initial business combination from January 22, 2024 to February 22, 2024. There can be no assurance that the business combination will be consummated by February 22, 2024.
GlobeNewswire Inc. · Dec 30, 2022
New York, NY, Dec. 30, 2022 (GLOBE NEWSWIRE) -- Newcourt Acquisition Corp (the “Company”) (NASDAQ: NCAC) announced today that the Company has determined to modify the terms of the proposed amendment (the “Trust Agreement Amendment”) of the Company’s investment management trust agreement, dated as of October 19, 2021 (the “Trust Agreement”), described in the Company’s definitive proxy statement (the “Definitive Proxy Statement”) filed on December 21, 2022 for the solicitation of proxies in connection with an extraordinary general meeting of the Company’s shareholders to be held on January 6, 2023 to consider and vote on the extension (the “Extension”) of the time period the Company has to complete an initial business combination (the “Business Combination”) and the related Trust Agreement Amendment. Instead of amending and restating Section 1(c) of the Trust Agreement to provide that the funds be held entirely in cash, as described in the Definitive Proxy Statement, the Company has determined that no change be made to Section 1(c) of the Trust Agreement. As described in the Definitive Proxy Statement, in order to reduce the risk that the Company be considered an investment company under the Investment Company Act of 1940, the Company will liquidate the securities held in the trust account prior to the end of the 24-month period after the effective date of the registration statement for the Company’s initial public offering, or October 19, 2023, and instead hold all funds in the trust account in cash. If the proposal to extend the time period the Company has to complete an initial business combination (the “Extension”) and the Trust Agreement Amendment are approved, the Company may have until July 22, 2023 (which is 21 months from the closing of the Company’s initial public offering) to consummate an initial business combination. Accordingly, the Company has determined there is no need to amend Section 1(c) of the Trust Agreement at this time. The Company will file an amendment and supplement to the Definitive Proxy Statement with the Securities and Exchange Commission (the “SEC”).
