M&A - Perception Capital Corp. IV

Form Type: 8-K

Filing Date: 2025-03-11

Corporate Action: Merger

Type: New

Accession Number: 000121390025022754

Filing Summary: On March 6, 2025, Perception Capital Corp. IV held a Special Meeting of Shareholders to vote on several proposals, including a Business Combination Proposal and a Merger Proposal. The Business Combination Proposal involved the approval of the Second Amended and Restated Business Combination Agreement with Blue Gold Limited and its subsidiary. The proposal was approved with 100% of the ordinary shares present voting in favor. The Merger Proposal, which sought approval to enter into a merger agreement with Blue Gold Limited under the Cayman Islands Companies Act, was also approved with unanimous support from the shareholders. Additionally, shareholders had the option to redeem their Public Shares, with 307,742 of the 332,928 Public Shares being redeemed. The document affirms Perception's status as an emerging growth company.

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Form Type: DEFM14A

Filing Date: 2025-02-13

Corporate Action: Merger

Type: New

Accession Number: 000121390025013484

Filing Summary: On February 12, 2025, Perception Capital Corp. IV filed a definitive proxy statement regarding a proposed business combination with Blue Gold Limited and Blue Gold Holdings Limited. The transaction involves Perception merging with Blue Gold Limited, which will be the surviving entity. The agreements have undergone multiple amendments, with the last occurred on January 8, 2025. Shareholders are invited to vote on the Business Combination at a meeting scheduled for March 6, 2025. The board recommends voting in favor, emphasizing their interests and potential conflicts with those of shareholders. Redemption rights have been outlined for shareholders wishing to withdraw their shares for cash in connection with the business combination. The document also addresses regulatory considerations, including SEC classifications for Blue Gold Limited as an 'emerging growth company' and 'foreign private issuer.' In summary, the proxy statement provides detailed insights into the business combination proposal, governance aspects, and voting mechanisms relevant to shareholders of Perception Capital Corp. IV.

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