DT Cloud Acquisition Corporation Announces Cancellation of Extraordinary General Meeting

Rhea-AI Summary

DT Cloud Acquisition (Nasdaq: DYCQU, DYCQ, DYCQR) has announced the cancellation of its extraordinary general meeting (EGM) that was scheduled for February 21, 2025, at 10:00 a.m. Eastern Time. The SPAC has also withdrawn all proposals that were outlined in its definitive proxy statement filed with the SEC on January 27, 2025, including its subsequent amendments from February 4, 14, and 19, 2025.

Positive

• None.

Negative

• Cancellation of extraordinary general meeting suggests potential disruption in corporate plans
• Withdrawal of all proposals indicates possible strategic setback
• Sudden cancellation may create uncertainty for shareholders

Insights

SPAC and Financial Markets Analyst

The abrupt cancellation of DT Cloud Acquisition 's extraordinary general meeting, particularly after multiple proxy statement amendments (January 27, February 4, 14, and 19), signals significant underlying challenges in the SPAC's operations or proposed transactions. The rapid succession of proxy amendments over just three weeks, followed by complete withdrawal, typically indicates either material issues discovered during the SEC review process or complications in negotiations with a potential target company.

For SPAC investors, this development carries several critical implications. The company's securities - common shares (DYCQ), units (DYCQU), and warrants (DYCQR) - will likely experience increased volatility as the market digests this unexpected cancellation. Historically, such cancellations often precede either a substantial restructuring of a proposed business combination or, in more severe cases, the potential dissolution of the SPAC and return of trust funds to shareholders.

The timing and sequence of events - multiple amendments followed by cancellation just one day before the scheduled meeting - suggests an eleventh-hour development that fundamentally altered the SPAC's trajectory. This pattern often emerges when due diligence reveals material issues or when key transaction terms require significant renegotiation. For current shareholders, this situation typically presages one of three outcomes: a revised deal structure with amended terms, a pivot to an entirely different acquisition target, or the initiation of liquidation proceedings if the SPAC approaches its completion deadline without viable alternatives.

New York, New York, Feb. 20, 2025 (GLOBE NEWSWIRE) -- DT Cloud Acquisition Corporation (Nasdaq: DYCQU, DYCQ, DYCQR) (“DT Cloud” or the “SPAC”), a publicly-traded special purpose acquisition company, today announced that it has cancelled the extraordinary general meeting of its shareholders that was previously scheduled for 10:00 a.m. Eastern Time on February 21, 2025 (the “EGM”), and has withdrawn from consideration by the shareholders the proposals set forth in the Company’s definitive proxy statement for the EGM filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 27, 2025 and amended and supplemented on February 4, 14 and 19, 2025.

About DT Cloud Acquisition Corporation

DT Cloud is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses. While DT Cloud may pursue an initial business combination target in any business or industry, it intends to focus its search on industries that complement its management team’s background. DT Cloud is led by Shaoke Li, its Chief Executive Officer, and Guojian Chen, its Chief Financial Officer.

Forward-looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended and the Private Securities Litigation Reform Act of 1995. Forward looking statements are statements that are not historical facts. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.

Additional Information and Where to Find It

On January 27, 2025, the Company filed a definitive proxy statement with the Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for the EGM. The Company filed additional proxy supplements with the SEC on February 4, 14 and 19, 2025. Investors and security holders will be able to obtain free copies of the definitive proxy statement (including any amendments or supplements thereto) and other documents filed or that will be filed with the SEC through the web site maintained by the SEC at www.sec.gov.

Participants in the Solicitation

The Company and its directors, executive officers, other members of management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies from the shareholders of the Company in connection with the Meeting. Investors and shareholders may obtain more detailed information regarding the names, affiliations and interests of the Company’s directors and officers in the Proxy Statement, which may be obtained free of charge from the sources indicated above.

No Offer or Solicitation

This press release shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the EGM proposals. This communication shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom. 

Contact:

For investors:

DT Cloud Acquisition Corporation
Shaoke Li
Chief Executive Officer
30 Orange Street
London
United Kingdom, WC2H 7HF
Email: jack.li@dtcloudspac.com

FAQ

Why did DT Cloud Acquisition Corp (DYCQU) cancel its February 2025 extraordinary general meeting?

The press release does not specify the reason for the cancellation of the extraordinary general meeting scheduled for February 21, 2025.

What proposals were withdrawn by DT Cloud (DYCQU) from the February 2025 EGM?

The specific proposals that were withdrawn were outlined in the company's definitive proxy statement filed on January 27, 2025, and amended on February 4, 14, and 19, 2025, but the details were not provided in the press release.

When was DT Cloud's (DYCQU) extraordinary general meeting originally scheduled?

The extraordinary general meeting was originally scheduled for February 21, 2025, at 10:00 a.m. Eastern Time.

What impact does the EGM cancellation have on DT Cloud (DYCQU) shareholders?

The cancellation means shareholders will not be able to vote on the proposed matters outlined in the proxy statement, potentially affecting corporate decisions requiring shareholder approval.