Andretti Acquisition Shareholders Vote in Favor of Zapata AI Merger

Andretti Acquisition announced in an 8-K that its shareholders approved a business combination with Zapata AI. There were 10,081,371 shares cast in favor of the deal, with 856,997 opposed.

The SPAC said 7,669,363 shares were redeemed. This brings total redemptions to about 99% since Andretti’s IPO two years ago.

Zapata AI empowers industrial-scale enterprises to leverage large language models and numerical generative models “better, faster, and more efficiently—delivering solutions to drive growth, savings and unprecedented insight,” the company said. Zapata AI was founded in 2017 and is headquartered in Boston. 

No timeline was cited for closing the deal.

The pro forma equity value of the combined company (inclusive of the remaining cash in trust at Andretti Acquisition) was expected to be between $281 million and $365 million, depending on final redemptions.

The parties in December secured a forward purchase agreement with Lincoln Park Capital Fund, under which Lincoln Park has agreed to purchase up to $75 million in shares of the combined company over a 36-month period following the closing of the merger, according to a regulatory filing.

The surviving company will pay Lincoln Park a commitment fee of $1,687,500 for the FPA.

Two key members of the SPAC’s management team are racing legends Mario and Michael Andretti. The SPAC raised $200 million in February 2022 with plans at that time to focus on opportunities that could “benefit from the iconic Andretti brand name in the broadly-defined automotive industry,” 

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