Business Context and Reporting Period
This Form 8-K filing by Experience Investment Corp. (EXPC) reports on a Special Meeting of stockholders held on May 5, 2021. The filing details the results of votes regarding a proposed business combination with Blade Urban Air Mobility, Inc. (Blade). The company is an emerging growth company incorporated in Delaware.
Key Financial Metrics
This filing is a current report regarding corporate governance and voting results; it does not provide financial statements, revenue, profit, cash flow, margins, debt, or liquidity metrics for the reporting period.
Material Changes and Voting Results
As of the record date (March 17, 2021), there were 34,375,000 shares of Common Stock outstanding. A quorum was established with 18,722,047 shares present or represented. All seven proposals submitted to stockholders were approved:
- Proposal 1 (Business Combination): Approved with 19,442,673 votes for vs. 1,087,824 against.
- Proposal 2 (Charter Amendment): Approved with 19,418,816 votes for vs. 1,089,646 against.
- Proposal 3 (Governance): All sub-proposals (3A, 3B, 3C) were approved. Notably, Proposal 3B authorized an increase in total authorized shares from 111,000,000 to 402,000,000.
- Proposal 4 (Incentive Plan): The 2021 Omnibus Incentive Plan was approved with 19,227,919 votes for.
- Proposal 5 (Director Election): Seven directors were elected to the Board with zero votes cast against any candidate.
- Proposal 6 (Nasdaq Compliance): Approved to allow issuance of more than 20% of outstanding shares in connection with the transaction.
- Proposal 7 (Adjournment): Approved to allow further solicitation if necessary.
Guidance, Outlook, and Risks
The filing confirms the stockholder approval of the Merger Agreement dated December 14, 2020, between Experience Investment Corp., its subsidiary Merger Sub, and Blade Urban Air Mobility, Inc. The transaction involves the merger of Merger Sub with and into Blade, with Blade continuing as the surviving entity. The filing references a press release (Exhibit 99.1) for further details on the transaction but does not contain specific management guidance, risk factors, or contingency plans within the text provided.
Investor Verification Checklist
- Verify the final closing date and conditions precedent for the merger with Blade Urban Air Mobility, Inc.
- Review the press release (Exhibit 99.1) for specific deal terms, valuation, and capital structure post-merger.
- Confirm the impact of the increased authorized share count (402,000,000 shares) on potential dilution.
- Monitor the transition of the company's ticker symbol and trading status following the merger completion.