Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On October 21, 2024, Hazem Ben-Gacem submitted
his resignation from the board of directors (the Board) of Investcorp Europe Acquisition Corp I (the Company) to pursue other opportunities, effective upon acceptance and approval by the Board.
Mr. Ben-Gacems resignation was not the result of any disagreement with the Company on any matter relating to the Companys operations, policies, or practices.
On October 22, 2024, the Board elected Craig Sinfield-Hain, the Companys Chief Financial Officer, to replace
Mr. Ben-Gacem as a director and as Chairman of the Board effective upon his resignation. Mr. Sinfield-Hain brings extensive knowledge of the Company and financial expertise to the Companys
Board. Mr. Sinfield-Hain has been the Companys Chief Financial Officer since October 27, 2021. Mr. Sinfield-Hain has been with Investcorp Holdings B.S.C. for 21 years. During his career at Investcorp he has held various roles
within the Finance department including Group Financial Controller from 2009 through 2012. Mr. Sinfield-Hain is currently the Head of Financial Planning, Reporting and Analysis. Mr. Sinfield-Hain is also involved in multiple board
directorships of Investcorp group companies and of holding companies for Investcorps investments in private equity and real estate.
There is no
arrangement or understanding between Mr. Sinfield-Hain and any other person pursuant to which he was to be selected as a director. There have been no transactions directly or indirectly involving Mr. Sinfield-Hain that would be required to
be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934.
Mr. Sinfield-Hain will not be compensated for his service on the Board.
Item 8.01 Other Events.
As previously disclosed,
pursuant to the termination of the Business Combination Agreement entered into among the Company, Zacco Holdings (formerly OpSec Holdings), a Cayman Islands exempted company and the other parties thereto, the Company received a termination payment
(the Termination Payment) of $30 million. On October 22, 2024, the Companys Board declared a distribution of the net amount of such Termination Payment after satisfaction of the Companys liabilities pro rata to all
holders of Class A Ordinary Shares, equal to $.60 per Class A Ordinary Share, payable on November 12, 2024 to shareholders of record at the close of business on November 4, 2024. The pro rata distribution of the net amount of the
Termination Payment has no impact on the rights as holders of the Class A Ordinary Shares, including with regards to liquidation rights or redemption of the trust account.
The Company continues to consider whether to dissolve or seek an alternative business combination which would require an extension of the deadline by which
the Company must complete a business combination which is currently December 17, 2024.