M&A - Direct Selling Acquisition Corp.

Form Type: 425

Filing Date: 2025-04-01

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525070527

Filing Summary: On March 26, 2025, Direct Selling Acquisition Corp. (DSAQ) held a Special Meeting of stockholders where they approved an amendment to their Certificate of Incorporation to extend the deadline for completing a business combination from March 28, 2025, to April 28, 2025. This amendment allows for further one-month extensions up to five additional times until September 28, 2025, if requested by the Sponsor, DSAC Partners LLC. The necessary voting power present at the meeting amounted to approximately 84.34% of shares, leading to strong support for the Extension Amendment Proposal, which saw 6,901,860 votes in favor compared to 243,353 against. Additionally, holders of 2,535,630 shares of Class A common stock redeemed their shares for approximately $30,113,991 before the meeting. This filing also outlines the procedural details tied to the upcoming business combination involving DSAQ and other entities including Hunch Mobility and PubCo, including plans to file a registration statement on Form F-4 with the SEC.

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Form Type: PRE 14A

Filing Date: 2025-02-25

Corporate Action: Merger

Type: Update

Accession Number: 000119312525035191

Filing Summary: Direct Selling Acquisition Corp. (the 'Company') is holding a special meeting of stockholders to vote on two key proposals: the Extension Amendment Proposal and the Adjournment Proposal. The Extension Amendment Proposal seeks to amend the Company's certificate of incorporation to extend the date for consummating a business combination from March 28, 2025, to April 28, 2025. Additionally, it allows for monthly extensions up to five times, if requested by DSAC Partners LLC (the 'Sponsor'), until September 28, 2025, subject to prior stockholder approval. If the Extension Amendment is approved, the Sponsor will make a deposit into the Trust Account for shares not redeemed. The Adjournment Proposal allows for potential delays in proceeding with the meeting or votes if necessary. If the proposals are not approved, the Company will have to liquidate, as it will cease operations, redeem shares, and dissolve. These proposals are presented due to significant time constraints and a necessity for additional time to finalize a Business Combination Agreement that has undergone several amendments since its inception, with the latest termination date adjusted to March 27, 2025. It is highlighted that the approval requires a 65% vote of the Common Stock.

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Form Type: 425

Filing Date: 2025-01-03

Corporate Action: Merger

Type: Update

Accession Number: 000119312525001572

Filing Summary: On January 3, 2025, Direct Selling Acquisition Corp. (DSAQ) filed a Form 8-K updating the status of its proposed merger with Aeroflow Urban Air Mobility Private Limited, Hunch Technologies Limited, FlyBlade (India) Private Limited, and HTL Merger Sub LLC. The filing includes details about a recent amendment to the Business Combination Agreement, dated December 27, 2024, which alters the termination date for the business combination from December 27, 2024, to March 27, 2025. This report serves to inform stockholders about the ongoing business combination process, highlights the requirement for a registration statement on Form F-4 to be filed with the SEC, and emphasizes the importance of reading the proxy statement/prospectus when available. The 8-K also outlines potential risks and uncertainties involved in the merger, signaling the registrant's status as an emerging growth company and the implications of the amendments made to their agreements.

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Form Type: 8-K

Filing Date: 2025-01-03

Corporate Action: Merger

Type: Update

Accession Number: 000119312525001570

Filing Summary: Direct Selling Acquisition Corp. reported an amendment to its Business Combination Agreement on December 27, 2024. The amendment modifies the termination date of the agreement to March 27, 2025. This agreement involves a business combination with Aeroflow Urban Air Mobility Private Limited, Hunch Technologies Limited, FlyBlade (India) Private Limited, and HTL Merger Sub LLC. Before this amendment, the termination date had been previously extended on June 28, 2024, and September 28, 2024. This report outlines the proposed business combination, which is expected to culminate in a registration statement on Form F-4 to be filed with SEC, including a preliminary proxy statement/prospectus. The report also underscores the importance of reviewing the definitive proxy statement for critical information before any voting or investment decisions are made.

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