Sagaliam Acquisition in an 8-K today said its sponsor entered into an agreement to sell its stake in the SPAC to BN Holdings Trust. The transaction is expected to close by April 14.
Sagaliam also said it had deposited $57,380.22 into trust to extend its merger date to April 23.
These developments following an announcement last month that Sagaliam’s merger partner, Arabian Entertainment, terminated the deal after the SPAC failed to secure subscription agreements for at least 50% of the $25 million minimum cash amount by the December 2022 deadline.
Under the terms of the agreement, the termination right exercised by the company obligates Sagaliam to pay a termination fee of $1 million no later than two business days after the date of such termination, according to an earlier regulatory filing.
However, Sagaliam CEO Barry Kostiner said he disputes the validity of the termination fee and submitted a proposal for the sale of Sagaliam sponsor shares to an independent third party with the goal of presenting an alternative acquisition to Arabian Entertainment. The company and Sagaliam were reportedly in discussions regarding any termination fee payment.
The latest 8-K filing and accompanying press release do not mention Arabian Entertainment or the status of any negotiations. Saudi-based Arabian Entertainment is a food, beverage and entertainment company.
The transaction had been expected to provide the target with up to $151.5 million, including $35 million from an anticipated PIPE offering and $116.5 million of SPAC cash in trust, which assumed no redemptions. Read more.
