M&A - BPGC Acquisition Corp.

Form Type: 425

Filing Date: 2025-06-02

Corporate Action: Merger

Type: New

Accession Number: 000118518525000571

Filing Summary: On June 2, 2025, BPGC Acquisition Corp. and Innovative Rocket Technologies Inc. announced they have entered into a non-binding letter of intent for a potential business combination. This agreement marks a significant step towards a proposed merger, although no assurances are given that the definitive agreement will be finalized or that the transaction will be completed as expected. The potential merger is contingent on several factors including due diligence, regulatory approvals, shareholder consent, and the negotiation of a definitive agreement. Further details will be disclosed in a proxy statement/prospectus once a definitive agreement is reached, and shareholders are urged to review all relevant documents as they become available.

Form Type: 8-K

Filing Date: 2025-06-02

Corporate Action: Merger

Type: New

Accession Number: 000118518525000569

Filing Summary: On June 2, 2025, BPGC Acquisition Corp. (BPGC) and Innovative Rocket Technologies Inc. (iRocket), a reusable space rocket developer, announced they have entered into a non-binding letter of intent for a potential business combination. The document states that no assurances can be made regarding the success of negotiations or the consummation of the proposed transaction, which is subject to various conditions including due diligence, approval from boards and equity holders, and regulatory approvals. A definitive agreement would lead to the creation of a new holding company, which would prepare a registration statement and proxy statement/prospectus to be filed with the SEC. The announcement emphasizes that it is not a solicitation for proxies or an offer to buy or sell securities, and lists various risks and uncertainties associated with the transaction.