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Vision Sensing Acquisition Corp. Announces Funding To Extend Period To Consummate Initial Business Combination; Extended By 3-Months From February 3, 2023 Until May 3, 2023

Benzinga Real-time News ·  Jan 30, 2023 13:02

Vision Sensing Acquisition Corp. (NASDAQ:VSACU, VSAC, VSACW))))) (the "Company") a special purpose acquisition company, today announced that its sponsor, Vision Sensing, LLC, has requested an extension of the period of time the Company has to consummate its initial business combination by three months from February 3, 2023 until May 3, 2023 and has advised the Company that it will deposit an aggregate of $1,012,000 (representing $0.10 per public unit sold in the Company's initial public offering) into the Company's trust account by February 3, 2023, and the Company will issue its sponsor a non-interest bearing, unsecured promissory note in that amount.

As previously announced on August 30, 2022 and described in greater detail in a Current Report on Form 8-K filed by Vision Sensing Acquisition Corp, a Delaware corporation (the "Company"), with the Securities and Exchange Commission (the "SEC") on September 6, 2022, the Company, Newsight Imaging Ltd., an Israeli company ("Newsight"), and Newsight MergerSub, Inc., a Delaware corporation and wholly-owned subsidiary of Newsight ("Merger Sub"), entered into a business combination agreement dated August 30, 2022 (as may be amended and/or restated from time to time, the "Original Business Combination Agreement"), pursuant to which: (i) Merger Sub will merge into the Company resulting in the Company becoming a wholly-owned subsidiary of Newsight, (ii) Newsight will register as a publicly traded company, (iii) Newsight's existing shares will be split to facilitate a fully diluted value per Newsight share of US$10.00, (iv) the Company's common stock will be exchanged on a one-for-one basis for Newsight Ordinary Shares and (v) warrants to purchase the Company's common stock will instead become eligible to purchase the same number of Newsight Ordinary Shares at the same exercise price and for the same exercise period (such transactions, the "Business Combination").

On January 29, 2023, Company, Newsight and Merger Sub entered into a Second Amendment to Business Combination Agreement (the "BCA Amendment") to amend the Original Business Combination Agreement (as amended by the BCA Amendment, the "Business Combination Agreement") to amend the definition of "Outside Date" in Section 10.1 in the Original Business Combination Agreement to change the Outside Date from February 3, 2023 to May 3, 2023. This amendment extends the Outside Date to match the deadline under the Company's certificate of incorporation for the Company to complete its initial business combination.

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