Verde Investment Highlights
Verde
TLGY
Key Risks Related to the Transaction and TLGY (continue)
Risks Related to the Redemption
•
Public shareholders who wish to redeem their public shares for a pro rata portion of the Trust Account must comply with specific requirements for redemption that may make it more
difficult for them to exercise their redemption rights prior to the deadline. If shareholders fail to comply with the redemption requirements specified in this proxy statement/prospectus,
they will not be entitled to redeem their public shares for a pro rata portion of the funds held in the Trust Account.
If a public shareholder fails to receive notice of TLGY's offer to redeem public shares in connection with the Transaction, or fails to comply with the procedures for tendering its shares, such
shares may not be redeemed.
TLGY does not have a specified maximum redemption threshold. The absence of such a redemption threshold may make it possible for TLGY to complete the Transaction even though a
substantial majority of TLGY's public shareholders having redeemed their shares.
If you or a "group" of shareholders of which you are a part are deemed to hold an aggregate of more than 15% of the public shares, you (or, if a member of such a group, all of the
members of such group in the aggregate) will lose the ability to redeem all such shares in excess of 15% of the public shares.
There is no guarantee that a shareholder's decision whether to redeem its shares for a pro rata portion of the Trust Account will put the shareholder in a better future economic position.
The securities in which TLGY invests the funds held in the Trust Account could bear a negative rate of interest, which could reduce the value of the assets held in trust such that the per-
share redemption amount received by public shareholders may be less than $10.00 per share.
U.S. federal income tax consequences of exercising your redemption rights depend on your particular facts and circumstances. In addition, because the Domestication will occur prior to
the redemption, if you exercise the redemption rights, you will be subject to the potential tax consequences of the Domestication as well.
A new 1% U.S. federal excise tax may be imposed on Verde PubCo in connection with the redemption of Verde Pub Co Common Stock in connection with the Transaction.
35
55View entire presentation