Cycurion (CYCU) Proxy Filing summary

Executive summary

• Special Meeting scheduled for January 8, 2025, to vote on extending the deadline to complete a business combination by three months, from January 11, 2025, to April 11, 2025.

• The extension is needed due to insufficient time to finalize the registration statement and obtain shareholder approval for the proposed merger with Cycurion, Inc.

• If approved, the company will have up to 39 months post-IPO to complete the business combination.

• If the extension is not approved, the company will liquidate and redeem all public shares at the trust account value.

• As of December 10, 2024, the trust account holds approximately $1.83 million, with a redemption price of about $10.55 per share.

Voting matters and shareholder proposals

• Three proposals: Charter Amendment (deadline extension), Trust Amendment (allowing extension with $100 deposit), and Adjournment (to solicit more votes if needed).

• Approval of both Charter and Trust Amendments is required for the extension to take effect.

• Sponsor and financial advisor, holding a majority of shares, have agreed to vote in favor, ensuring passage.

• Public stockholders can redeem shares regardless of their vote or record date status.

Board of directors and corporate governance

• Board unanimously recommends voting in favor of all proposals.

• Sponsor and directors collectively own about 95% of outstanding shares as of the record date.

• Board retains the right to abandon the amendments even if approved by shareholders.