Rigel (NASDAQ:RIGL) Resource Acquisition Corp. (NYSE:RRAC), a special purpose acquisition company, has amended its business combination agreement with South African mining entities, as per the 8-K filing with the Securities and Exchange Commission on October 18, 2024. The amendment extends the termination date of the agreement to December 31, 2024, and revises certain financial terms.
The material definitive agreement, originally announced on March 11, 2024, involves Rigel, Blyvoor Gold Resources Proprietary Limited, and Blyvoor Gold Operations Proprietary Limited, collectively referred to as the Target Companies. The amendment, known as the Omnibus Amendment, was signed on Thursday.
Key changes include the clarification of Rigel Transaction Expenses to encompass outstanding principal and accrued interest under Working Capital Loans, with provisions for their payment priority at closing. Additionally, the amendment ensures that Orion Mine Finance will not receive any Rigel Warrants in connection with equity interest acquisitions pursuant to their forward purchase agreement.
The board of directors of Aurous Resources, a Rigel subsidiary, will be required to have a majority of South African citizens post-closing. A joinder agreement also brought Orion Mine Finance GP III LP and Orion Mine Finance Fund III LP into the Sponsor Support Agreement as "Sponsors."
The amendment stipulates that if the aggregate Target Group Company Transaction Expenses and Rigel Transaction Expenses exceed certain thresholds, the maturity dates of Working Capital Loans will be extended by 12 months from the closing date. Furthermore, in the event of an Expense Overage Amount, Sponsors under the SSA may sell a portion of their Rigel Warrants to ensure Aurous Gold holds a majority of Newco Ordinary Shares.
This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.