The shareholder vote, tentatively scheduled for September 6th, 2022, is to extend the deadline to complete the business combination by one year from September 8, 2022 to September 8, 2023.
As many of you know, the SEC is trying to screw DWAC and TMTG by a phony investigation. As these investigations take time, the companies need more time to complete the business merger.
What does this mean: If the vote does not pass, the business merger will not pass and the shares will all be liquidated. This would be bad. We need this vote to pass.
Shareholders will get cards to vote by mail sometime in the next month. I recommend filling these out incase you cannot be present on September 6th during the live vote. Make sure your mailing address is up to date. Otherwise you can vote on September 6th at the shareholder meeting as long as you have your shareholder access code.
TLDR: Any shareholder of DWAC needs to vote in favor of extending the deadline for the business combination between DWAC and TMTG or else the deal is dead.
See here for full details: https://www.sec.gov/Archives/edgar/data/1849635/000119312522213753/d386906dpre14a.htm
Ok, I am responding to your comment as I need your advice. I received a proxy vote ballot for CFVI and Rumble and I don't know enough about this stuff to make a decision. I think I should vote for the Business Combination Agreement. I am sure other here have received the same.
To the Stockholders of CF Acquisition Corp. VI: You are cordially invited to attend the Special Meeting of Stockholders (the “Special Meeting”) of CF Acquisition Corp. VI, which is referred to as “CF VI,” on Thursday, September 15, 2022, at 10:00 a.m. Eastern Time. The meeting will be held virtually over the Internet by means of a live webcast. You will be able to attend, vote your shares and submit questions during the Special Meeting via a live webcast available at https://www.cstproxy.com/cfacquisitioncorpvi/2022. At the Special Meeting, the stockholders of CF VI will be asked to consider and vote upon the following proposals (the “Proposals”):
(1) to adopt and approve the Business Combination Agreement dated December 1, 2021 (as the terms and conditions therein may be amended, modified or waived from time to time, the “Business Combination Agreement”), by and between CF VI and Rumble Inc., a corporation formed under the laws of the Province of Ontario, Canada (“Rumble”), and to approve the transactions contemplated thereby, including an arrangement under Section 182 of the Business Corporations Act (Ontario) on the terms and subject to the conditions set forth in a plan of arrangement (“the “Plan of Arrangement”), to be submitted to the Ontario Superior Court of Justice (Commercial List) (such transactions, collectively, the “Business Combination”);
(2) to consider and vote upon a proposal to elect six directors to serve on the board of directors of CF VI following the Business Combination (such entity, the “Combined Entity”), to serve until the next annual meeting of stockholders following the date of this proxy statement/prospectus and until their respective successors are duly elected and qualified;
(3) to approve separate proposals, for purposes of complying with The Nasdaq Stock Market Listing Rule 5635, the issuance of (i) up to 63,245,836 shares of Class A Common Stock, 168,956,526 shares of Class C Common Stock and 106,428,676 shares of Class D Common Stock, in each case pursuant to the Business Combination Agreement, and up to an additional 168,956,526 shares of Class A Common Stock issuable upon conversion of ExchangeCo Exchangeable Shares issued pursuant to the Business Combination Agreement, and (ii) up to 8,500,000 shares of Class A Common Stock pursuant to the PIPE Investment;
(4) to approve the Stock Incentive Plan of the Combined Entity (the “Stock Incentive Plan”) in connection with the Business Combination;
(5) to approve separate proposals to amend and restate CF VI’s current amended and restated certificate of incorporation (the “CF VI Charter”) to adopt certain material differences that will be in effect upon consummation of the Business Combination; and
(6) to approve a proposal to adjourn the Special Meeting to a later date or dates, if it is determined by CF VI that additional time is necessary or appropriate to complete the Business Combination or for any other reason.
The Board of Directors of CF VI (the “CF VI Board”) has fixed the close of business on July 25, 2022 as the record date for the Special Meeting (the “Record Date”) for the determination of stockholders entitled to notice of, and to vote at, the Special Meeting or any postponement or adjournment thereof. Stockholders should carefully read the accompanying Notice of Special Meeting and proxy statement/prospectus for a more complete statement of the Proposals to be considered at the Special Meeting. The CF VI Board has unanimously approved and adopted the Business Combination Agreement and unanimously recommends that our stockholders vote “FOR” each of the Proposals presented to CF VI Stockholders. When you consider the CF VI Board’s recommendation of these proposals, you should keep in mind that the directors and officers of CF VI have interests in the Business Combination that may conflict with your interests as a stockholder. See the section titled “The Business Combination Proposal — Interests of the Sponsor and CF VI’s Officers and Directors in the Business Combination” in the accompanying proxy statement/prospectus. Pursuant to the CF VI Charter, CF VI public stockholders have redemption rights in connection with the Business Combination. CF VI public stockholders are not required to affirmatively vote for or against the Business Combination in order to redeem their shares of CF VI Class A Common Stock for cash. This means that public stockholders who hold shares of CF VI Class A Common Stock on or before September 13, 2022 (two (2) business days before the Special Meeting) will be eligible to elect to have their shares of CF VI Class A Common Stock redeemed for cash in connection with the Special Meeting, whether or not they are holders as of the Record Date, and whether or not such shares are voted at the Special Meeting.
By Order of the CF VI Board, /s/ Howard W. Lutnick Howard W. Lutnick Chairman and Chief Executive Officer
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the securities to be issued under the accompanying proxy statement/prospectus or determined that the accompanying proxy statement/prospectus is accurate or complete. Any representation to the contrary is a criminal offense. This proxy statement/prospectus is dated August 11, 2022 and is first being mailed to the stockholders of CF VI on or ab