M&A - Pyrophyte Acquisition Corp.

Form Type: 8-K

Filing Date: 2025-04-17

Corporate Action: Merger

Type: Update

Accession Number: 000121390025032999

Filing Summary: On April 11, 2025, Pyrophyte Acquisition Corp. entered into Amendment No. 3 to a previously announced business combination agreement with Sio Silica Corporation, Snowbank NewCo Alberta ULC, and Sio Silica Incorporated. This amendment extends the deadline for completing the business combination from April 30, 2025, to December 31, 2025. The company has mailed a definitive proxy statement to shareholders for an extraordinary general meeting to approve the time extension for the initial business combination. The record date for this meeting was April 7, 2025, and the proxy statement was sent out around April 15, 2025. The document highlights the need for shareholder approval and provides details for obtaining further information regarding the business combination and proxy statement from the SEC website or by direct request.

Form Type: DEFA14A

Filing Date: 2025-04-17

Corporate Action: Merger

Type: Update

Accession Number: 000121390025033004

Filing Summary: On April 11, 2025, Pyrophyte Acquisition Corp. entered into Amendment No. 3 to a business combination agreement originally signed on November 13, 2023, which involves a merger with Sio Silica Corporation and its subsidiaries. The amendment extends the deadline for completing the business combination from April 30, 2025, to December 31, 2025. This extension is critical to ensure compliance with the terms of the agreement, which stipulates that the amalgamation must occur before this new outside date. This document serves as a definitive additional material to the proxy statement regarding the extension and encourages shareholders to review the related proxy materials for crucial details regarding the proposal.

Form Type: DEF 14A

Filing Date: 2025-04-15

Corporate Action: Merger

Type: Update

Accession Number: 000121390025032088

Filing Summary: Pyrophyte Acquisition Corp. is holding an Extraordinary General Meeting on April 25, 2025, to consider an Extension Proposal which aims to amend its Articles of Association to extend the deadline for completing a merger or business combination from April 29, 2025, to April 29, 2026. The meeting also includes an Adjournment Proposal to allow additional time for shareholder votes if necessary. The Extension Proposal is in response to current limitations in obtaining shareholder approval for the business combination with Sio Silica Corporation, which has undergone multiple amendments to its agreement to afford more time for completion. The extension aims to ensure adequate time for securing required permits and finalizing necessary filings with regulatory bodies, while the board believes that the proposed merger is in the best interests of shareholders. If approved, shareholders can redeem their shares for approximately $11.93 each, based on available funds in the Trust Account as of the proxy statement date. Failure to secure the Extension will lead to winding up operations and redeeming public shares shortly thereafter.

Form Type: PRE 14A

Filing Date: 2025-04-04

Corporate Action: Merger

Type: New

Accession Number: 000121390025029017

Filing Summary: Pyrophyte Acquisition Corp. has filed a preliminary proxy statement in anticipation of an Extraordinary General Meeting of shareholders scheduled for April 25, 2025. The meeting aims to amend the Company’s Articles of Association to extend the deadline for completing a merger or similar business combination from April 29, 2025, to an unspecified extended date. This proposal, referred to as the Extension Proposal, is linked to an ongoing business combination with Sio Silica Corporation. The Business Combination Agreement, established on November 13, 2023, outlines a series of transactions including the domestication of Pyrophyte to Alberta and subsequent amalgamations with Sio Newco. Extensions of deadlines for the business combination have previously occurred in November 2024 and December 2024. Shareholders will also consider an Adjournment Proposal, allowing for further solicitation of proxies if needed. The document details shareholder redemption rights and notes that if the Extension is not approved, the company will initiate winding-up procedures. The voting outcomes require significant shareholder approval as outlined.

Form Type: 8-K

Filing Date: 2025-01-02

Corporate Action: Merger

Type: Update

Accession Number: 000121390025000384

Filing Summary: On December 31, 2024, Pyrophyte Acquisition Corp. entered into Amendment No. 2 to the business combination agreement with Sio Silica Corporation, Snowbank NewCo Alberta ULC, and Sio Silica Incorporated. This amendment extends the outside date for the business combination from December 31, 2024, to April 30, 2025. The details of the amendment can be found in the attached exhibit to the report.