Genesis Growth Tech Acquisition Corp (GGAAW) recently disclosed information on the beneficial ownership of their ordinary shares, indemnification of officers and directors, and transfer restrictions of Founder Shares and Private Placement Warrants as of December 31, 2022.
As of the end of last year, GGAAW’s executive officers and directors collectively held 92.5% of the issued and outstanding shares. The company’s sponsor, Genesis Growth Tech LLC, and Olivier Plan, a business associate of Eyal Perez, held 5,850,625 and 1,500,000 shares, representing 92.5% and 23.7% respectively of the issued and outstanding shares. Eyal Perez also had voting control over the shares held by the sponsor.
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Indemnification
Regarding indemnification, GGAAW’s Second A&R Articles provide the maximum extent of indemnification allowed by law, covering liability incurred in the capacities of officers and directors except in cases involving actual fraud, willful default, or willful neglect. The company has obtained directors’ and officers’ liability insurance and entered into indemnification agreements with its directors and officers.
Transfer Restrictions
GGAAW’s Founder Shares are subject to transfer restrictions under a lock-up agreement with the company’s sponsor and management team. These shares cannot be transferred, assigned, or sold by the holder under specific conditions and within certain timeframes. Private Placement Warrants also come with transfer restrictions, which apply until 30 days after the completion of the company’s initial business combination.
The company has an administrative services agreement in place, agreeing to reimburse an affiliate of its sponsor for providing office space and secretarial and administrative services at a cost of $10,000 per month, starting when its securities were first listed on Nasdaq and lasting until the consummation of the initial business combination or its liquidation.
Related Party Loans and Advances
In terms of related party loans and advances, prior to the IPO closing date, GGAAW’s sponsor agreed to loan the company up to $500,000, which was used for a portion of the IPO expenses. This loan was non-interest-bearing, unsecured, and due on the earlier of March 31, 2022, and the IPO closing date. In March 2022, GGAAW repaid the remaining balance on the promissory note, leaving no outstanding balance as of December 31, 2022.
With this information now disclosed, investors and potential shareholders of Genesis Growth Tech Acquisition Corp can gain a clearer understanding of the company’s share ownership, indemnification provisions, and transfer restrictions, ensuring transparency in the company’s operations.
Note that we may hold securities mentioned in this article. All data is based on recent SEC filings. Even though we have implemented various manual and automatic fact-checking and data acquisition processes, some incorrect information may have slipped through (false positive). Let us know if you find any inconsistencies!