Cycurion (CYCU) Proxy Filing summary

Executive summary

• Special Meeting scheduled for July 2, 2024, to vote on extending the deadline to complete a business combination by three months, from July 11, 2024, to October 11, 2024.

• The extension is needed due to insufficient time to finalize the merger with Cycurion, Inc. and related registration statement.

• If the extension is not approved, the company will liquidate and redeem all public shares at approximately $10.55 per share.

• Sponsor and financial advisor, holding over 80% of shares, have agreed to vote in favor, ensuring approval.

• Public stockholders can redeem shares for cash regardless of their vote or participation.

Voting matters and shareholder proposals

• Proposal 1: Amend the Certificate of Incorporation to extend the business combination deadline to October 11, 2024.

• Proposal 2: Amend the Trust Agreement to allow the extension with a nominal $100 deposit into the Trust Account.

• Proposal 3: Adjournment proposal to allow more time for proxy solicitation if needed.

• All proposals are recommended by the board and will be approved due to sponsor and advisor voting commitments.

Board of directors and corporate governance

• The board unanimously recommends voting FOR all proposals.

• Sponsor and A.G.P. collectively control a majority of shares and have agreed to support all proposals.

• The board retains the right to abandon the amendments even if approved.