M&A: RF Acquisition Corp.

Form Type: DEFM14A

Filing Date: 2024-12-31

Corporate Action: Merger

Type: New

Accession Number: 000110465924132616

Comments: RF Acquisition Corp. has entered into a definitive merger agreement with GCL Global Holdings Ltd, Grand Centrex Limited, and GCL Global Limited, involving a two-step transaction to merge into a new entity arising from the merger. The board of directors has called a special meeting for shareholders on January 23, 2025, to vote on the proposed merger. The agreement is designed to create a new entity that will trade on Nasdaq under the symbol 'GCL'. The entity is anticipated to issue up to 127,799,369 ordinary shares and warrants as part of the business combination. The merger aims to consolidate RF Acquisition Corp. and its subsidiaries while restructuring certain equity interests, providing a mechanism for shareholder redemptions, and ensuring minimum cash requirements are met prior to consummation.

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