PALO ALTO, Calif.–(COMMERCIAL THREAD)–Jiya Acquisition Corp. (the “Company”) today announced that it will redeem all of its outstanding Class A common shares (the “Class A Shares”), effective November 25, 2022, as the Company will not close an initial business combination within the period of time required by its amended and redrafted articles of association (the “Deeds”).
As set forth in the Company’s articles of incorporation, if the Company does not effect an initial business combination within 24 months of the close of the Company’s initial public offering, or on November 23, 2022, the Company will: (i) cease all operations except of for the purpose of redeeming, (ii) as soon as reasonably practicable, but not later than ten Business Days thereafter, redeem Class A Shares, at a price per Share, payable in cash, equal to the aggregate amount at the time of deposit in Account trust account (the “Trust Account”) held with Continental Stock Transfer & Trust Company (“Continental”), including interest earned on funds held in the Trust Account and not previously released to the Company to pay taxes (minus up to $ 100,000 interest to pay dissolution expenses), divided by the number of Class A Shares then outstanding, the redemption of which will fully extinguish the rights of the securities of Class A Shares (including the right to receive further cash distributions, if any), subject to applicable law, and (iii) as soon as reasonably practicable following such redemption, subject to the approval of the remaining shareholders of the Company and the board of directors of the Company, liquidate and dissolve, subject to clauses (ii) and (iii) the Company’s obligations under Delaware law to deal with claims of creditors and the requirements of other applicable laws.
After deducting taxes and dissolution expenses, the redemption price per share for Class A Shares is expected to be approximately $10.05 (the “Redemption Amount”).
The Company anticipates that Class A Shares will cease to be traded with effect from the close of business on 23 November 2022. With effect from 25 November 2022, Class A Shares will be deemed to have been canceled and will only represent the right to receive the Amount of reimbursement. After November 25, 2022, the Company will cease all operations except those necessary for the dissolution of the Company’s business.
In order to disburse funds from the Trust Account, the Company has instructed Continental to take all necessary steps to liquidate the Trust Account. Registered holders may redeem their shares for their pro rata portion of the Trust proceeds upon presentation of the respective share or unit certificates or other delivery of their shares or units to Continental, the Company’s transfer agent. However, beneficial owners of Class A Shares held in street names will not need to take any action to receive the Redemption Amount. Redemption of Class A Shares is expected to be completed within ten business days after 23 November 2022.
The Company anticipates that the Nasdaq Stock Market will file a Form 25 with the United States Securities and Exchange Commission (the “SEC”) to revoke its securities. The Company subsequently plans to file a Form 15 with the SEC to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended.
About Jiya Acquisition Corp.
Jiya Acquisition Corp. was formed for the purpose of effecting a merger, capital exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more companies.
Cautionary Statement Regarding Forward-Looking Statements
Certain statements in this press release may be considered forward-looking statements. Forward-looking statements generally relate to future events or the Company’s future financial or operating performance. For example, statements about the expected timing of the completion of the business combination, the benefits of the business combination, the competitive environment and expected future performance (including future revenues, pro forma enterprise value and cash balance) and market opportunities are forward-looking statements. In some cases, forward-looking statements may be identified by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “foresee,” ” potential” or “continuing” or adverse aspects of these terms or variations thereof or similar terminology. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied in such forward-looking statements These forward-looking statements are based on estimates and assumptions which, while considered reasonable by the Company, are inherently uncertain.
Nothing in this press release should be construed as a statement by any person that the forward-looking statements contained herein will be achieved or that any of the results contemplated by such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements.