M&A: Rigel Resource Acquisition Corp.

Form Type: 8-K

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: Update

Accession Number: 000182912624008590

Comments: On December 20, 2024, Rigel Resource Acquisition Corp and its parties, including Blyvoor Gold Resources and Aurous Resources, entered into an Amended and Restated Omnibus Amendment to their Business Combination Agreement (BCA). The amendment changes the termination date of the BCA from December 31, 2024, to January 31, 2025, clarifies transaction expenses related to the acquisition, and updates milestone definitions. Additionally, on December 23, 2024, Rigel entered into a Promissory Note with Sponsor Holdco for a loan of up to $1.75 million intended for working capital. The loan is interest-free and repayable upon the closing of Rigel’s initial business combination. This update emphasizes Rigel's ongoing acquisition efforts and the adjustments made to facilitate the completion of the business combination with the Target Companies.

Document Link: View Document

Additional details:

Entry Into Material Definitive Agreement: Amended and Restated Omnibus Amendment


Termination Date Bca: January 31, 2025


Target Group Company Transaction Expenses Limit Lower: $17 million


Target Group Company Transaction Expenses Limit Upper: $20 million


Promissory Note Amount: $1,750,000


Promissory Note Interest: none