Item 5. Market for Registrant’s Common Equity
Item
5. Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities.
(a)
Market Information
Our
units, Class A ordinary shares and warrants are each traded on the Nasdaq under the symbols “PWUPU,” “PWUP” and
“PWUPW,” respectively. Our units commenced public trading on February 18, 2022, and our Class A ordinary shares and warrants
commenced public trading separately on April 11, 2022.
(b)
Holders
Although
there are a larger number of beneficial owners, as of
February 13, 2024, there was one holder of record of our units, three holders of record of our Class A ordinary shares, no holders
of record of our Class B ordinary shares, and one holder of record of our warrants.
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(c)
Dividends
We
have not paid any cash dividends on our common stock to date and do not intend to pay cash dividends prior to the completion of our initial
business combination. The payment of cash dividends in the future will be dependent upon our revenues and earnings, if any, capital requirements
and general financial condition subsequent to completion of our initial business combination. The payment of any cash dividends subsequent
to our initial business combination will be within the discretion of our board of directors at such time. In addition, our board of directors
is not currently contemplating and does not anticipate declaring any stock dividends in the foreseeable future. Further, if we incur
any indebtedness in connection with our initial business combination, our ability to declare dividends may be limited by restrictive
covenants we may agree to in connection therewith.
(d)
Securities Authorized for Issuance Under Equity Compensation Plans
None.
(e)
Recent Sales of Unregistered Securities
None.
(f)
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
None.
(g)
Use of Proceeds from the Initial Public Offering
On
February 23, 2022, we consummated our initial public offering of 28,750,000 units. Each unit consists of one Class A ordinary share of
the Company, par value $0.0001 per share, and one-half of one redeemable warrant of the Company, with each whole warrant entitling the
holder thereof to purchase one Class A ordinary share for $11.50 per share. The units were sold at a price of $10.00 per unit, generating
gross proceeds to the Company of $287,500,000. Prior to the closing of our initial public offering, the underwriters for our initial
public offering exercised their over-allotment option in full, which we announced in a press release issued on February 23, 2022.
A
total of $294,687,500, comprised of the proceeds from the initial public offering after offering expenses and a portion of the
proceeds of the sale of the private placement warrants, was placed in the trust account. On May 18, 2023, we held an extraordinary
general meeting of shareholders. In connection with this meeting, holders of 26,946,271 Class A ordinary shares properly exercised
their right to redeem their shares for cash at a redemption price of approximately $10.55 per share, for an aggregate redemption
amount of approximately $284 million. The Company subsequently learned that the per share redemption price for the redemption
effected on May 18, 2023 should have been approximately $10.57 per share, which is approximately $0.02 higher than the approximately
$10.55 per share previously paid. The Company made a “true-up” payment in the amount of approximately $0.02 per share to
the holders of record as of April 19, 2023 that exercised their right to redeem their shares for a pro rata portion of the funds in
the trust account. On August 18, 2023, the Company made the true-up payment to the applicable holders in the aggregate amount of
$632,968. As of February 29, 2024, a total of approximately $19.9 million of the net proceeds from our IPO remain in the trust
account.
The
net proceeds of the initial public offering and certain proceeds from the sale of the private placement warrants are held in the trust
account and invested as described elsewhere in this Report.
There
has been no material change in the planned use of the proceeds from the initial public offering and the sale of the private placement
warrants as is described in our final prospectus related to our initial public offering.
Item
6. Reserved.