Current Report Filing (8-k)
2023年4月5日 - 6:15AM
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2023-04-04
2023-04-04
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2023-04-04
2023-04-04
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2023-04-04
2023-04-04
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AGAC:RedeemableWarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50Member
2023-04-04
2023-04-04
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UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 or Section 15(d) of the Securities Exchange Act of 1934
Date of Report (Date
of earliest event reported): April 4, 2023
African Gold Acquisition
Corporation
(Exact name of registrant
as specified in its charter)
Cayman Islands |
|
001-40121 |
|
N/A |
(State or other jurisdiction of incorporation or
organization) |
|
(Commission File
Number) |
|
(I.R.S. Employer Identification
Number) |
PO Box 2634
Darien, CT
|
|
06820 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (917) 612-0545
Not Applicable
(Former name or former
address, if changed since last report)
Check the appropriate box below if the Form
8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section
12(b) of the Act:
Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange
on which registered |
Units, each consisting of one Class A ordinary share and third-quarters of one Redeemable Warrant |
|
AGAC.U |
|
The New York Stock Exchange |
Class A ordinary shares, par value $0.0001 per share |
|
AGAC |
|
The New York Stock Exchange |
Redeemable Warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 |
|
|
|
None |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☒
If an emerging growth company, indicate by
check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
As
of April 4, 2023, African Gold Acquisition Corporation (the “Company”) had 5,317,556 Class A ordinary shares outstanding and
the redemption price per share was approximately $10.44 per share (including interest not previously released to African Gold to pay its
taxes). As previously disclosed, at a March 2, 2023 extraordinary general meeting of shareholders, the Company amended its amended and
restated memorandum and articles of association to (i) extend the date (the “Termination Date”) by which the Company has to
consummate a business combination from March 2, 2023 (the “Original Termination Date”) to June 2, 2023 (the “Articles
Extension Date”) and to allow the Company, without another shareholder vote, to elect to extend the Termination Date to consummate
a business combination on a monthly basis for up to nine times by an additional one month each time after the Articles Extension Date,
by resolution of the Company’s board of directors if requested by African Gold Acquisition Sponsor LLC (the “Sponsor”)
and upon five days’ advance notice prior to the applicable Termination Date, until March 2, 2024, or a total of up to twelve months
after the Original Termination Date, unless the closing of the Company’s initial business combination shall have occurred prior
to such date.
In
connection therewith, and as disclosed in the Company’s proxy statement, the Company and a non-affiliated third party entered into
a promissory note pursuant to which such non-affiliated third party loaned $630,000 to the Company. The promissory note doesn’t
provide for any interest to be paid. The maturity date of the loans thereunder is the earlier of the consummation of the Company’s
initial business combination or the date by which a business combination must be completed. The loans thereunder may be converted at $1.00
per warrant into the Company’s private warrants.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 4, 2023
|
|
African Gold Acquisition Corporation |
|
|
|
|
|
By: |
/s/ Christopher Chadwick |
|
|
Name: |
Christopher Chadwick |
|
|
Title: |
Chief Executive Officer |
African Gold Acquisition (NYSE:AGAC)
過去 株価チャート
から 5 2024 まで 6 2024
African Gold Acquisition (NYSE:AGAC)
過去 株価チャート
から 6 2023 まで 6 2024