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Share Name | Share Symbol | Market | Type |
---|---|---|---|
PROOF Acquisition Corp I | NYSE:PACI | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 14.50 | 0 | 01:00:00 |
Delaware | | | 6770 | | | 86-2707040 |
(State or Other Jurisdiction of Incorporation or Organization) | | | (Primary Standard Industrial Classification Code Number) | | | (I.R.S. Employer Identification Number) |
Scott D. Fisher Steptoe & Johnson LLP 1114 Avenue of the Americas New York, NY 10036 (212) 506-3900 | | | Jennifer Liotta General Counsel Volato, Inc. 1954 Airport Road, Suite 124 Chamblee, GA 30341 (904) 539-7404 | | | F. Reid Avett Damian C. Georgino Womble Bond Dickinson (US) LLP 2001 K Street, NW, Ste. 400 South Washington, DC 20016 (202) 857-4425 |
Large accelerated filer ☐ | | | Accelerated filer ☐ |
Non-accelerated filer ☒ | | | Smaller reporting company ☐ |
| | Emerging growth company ☒ |
(a) | Exhibits. All exhibits filed with or incorporated by reference in the Prior Registration Statement on Form S-4 (File No. 333-274082) are incorporated by reference into, and shall be deemed a part of, this Registration Statement, and the following additional exhibits are filed herewith, as part of this Registration Statement: |
Exhibit Number | | | Description |
| | Opinion of Steptoe & Johnson LLP with respect to the legality of the securities being registered | |
| | Consent of Marcum LLP | |
| | Consent of Rose, Snyder & Jacobs LLP | |
| | Consent of Steptoe & Johnson LLP (contained in its opinion filed as Exhibit 5.1 hereto) | |
| | Consent of LSH Partners Securities LLC | |
| | Filing Fee Table |
| | PROOF ACQUISITION CORP I | |||||||
| | | | | | ||||
| | By: | | | /s/ John C. Backus, Jr. | ||||
| | | | Name: | | | John C. Backus, Jr. | ||
| | | | Title: | | | Chief Executive Officer and Director |
Name | | | Title | | | Date | |
| | | | | |||
/s/ John C. Backus, Jr. | | | Chief Executive Officer and Director (Principal Executive Officer) | | | November 30, 2023 | |
John C. Backus, Jr. | | | | ||||
| | | | | |||
* | | | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | | | November 30, 2023 | |
Steven P. Mullins | | | | ||||
| | | | | |||
* | | | Director | | | November 30, 2023 | |
Peter C. Harrison | | | | | |||
| | | | | |||
* | | | Director | | | November 30, 2023 | |
Coleman Andrews | | | | ||||
| | | | | |||
* | | | Director | | | November 30, 2023 | |
Mark Lerdal | | | | ||||
| | | | | |||
* | | | Director | | | November 30, 2023 | |
Lisa Suennen | | | |
* By: | | | /s/ John C. Backus, Jr. | | | |
| | John C. Backus, Jr. | | | ||
| | Attorney-in-Fact | | |
1114 Avenue of the Americas
New York, NY 10036-7703 212 506 3900 main www.steptoe.com |
Re: |
Re: PROOF Acquisition Corp I Registration Statement on Form S-4
|
1.
|
The current draft of the Certificate of Incorporation, in the form thereof submitted for our review, without alteration or amendment (other than
identifying the appropriate date), will be duly authorized and executed and thereafter be duly filed with the Secretary of State of the State of Delaware (“Delaware Secretary of State”) in accordance with Section 103 of the Delaware General
Corporation Law (“DGCL”), that no other certificate or document has been, or prior to the filing of the Certificate of Incorporation will be, filed by or in respect of the Company with the Delaware Secretary of State and that the Company
will pay all fees and other charges required to be paid in connection with the filing of the Certificate of Incorporation; and
|
2.
|
Prior to the issuance of the Common Stock: (i) the Registration Statement, as finally amended, will have become effective under the Securities Act; (ii)
the Certificate of Incorporation, and any other necessary documentation, will have been filed with and accepted by the Secretary; (iii) the Business Combination will have been consummated; and (iv) the Business Combination will have become
effective under the DGCL.
|
|
Sincerely, |
|
/s/ Steptoe & Johnson LLP |
LSH PARTNERS SECURITIES LLC
|
|
/s/ LSH PARTNERS SECURITIES LLC
|
Security Type(1)
|
Security Class Title
|
Amount
Registered
|
Proposed
Maximum
Offering Price
Per Share
|
Maximum
Aggregate
Offering Price(2)
|
Amount of
Registration Fee
|
|
Fees to Be Paid
|
Equity
|
Common stock, par value $0.0001 per share
|
1,050,000
|
$12.57
|
$13,193,250
|
$1,947.33
|
Fees Previously Paid
|
Equity
|
Common stock, par value $0.0001 per share
|
20,707,600
|
$10.66
|
$220,743,016
|
$32,581.67
|
1)
|
All securities being registered will be issued by PROOF Acquisition Corp I, a Delaware corporation (“PACI”), which will be renamed Volato Group, Inc.
(“Volato Group”), as further described in PACI’s proxy statement/prospectus on Form S-4 (File No. 333-274082), as amended.
|
2)
|
Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(f)(1) of the Securities Act, based upon the average of
the high and low prices of Class A Common Stock as reported on the NYSE on November 28, 2023 (such date being within five business days of the date that this registration statement was filed with the SEC).
|
1 Year PROOF Acquisition Corp I Chart |
1 Month PROOF Acquisition Corp I Chart |
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