Sagaliam Acquisition announced that it received a Temporary Restraining Order on its extension proxy shareholder meeting, which was scheduled for today.
The US District Court for the District of Delaware yesterday issued a temporary order under which Sagaliam is restrained and enjoined from convening a shareholders meeting until a preliminary injunction is adjudicated in its favor.
A hearing on the portion of the motion seeking issuance of a Preliminary Injunction is set for Dec 11 at 10 am.
Sagaliam in September executed a business combination agreement for the purchase of Biogenysis, and Virogentics, operating subsidiaries of Enzolytics.
In GLD Partners LP and Sponsor Member LLC vs Sagaliam Acquisition Corp, Case No. 1:99-mc-09999 filed on 7 Nov 23 (US District Court for the District of Delaware) claims are asserted that the transaction disenfranchises those shareholders of their voting rights.
The SPAC said it intends to vigorously defend the lawsuit, and believes that it has no basis in fact or law. In a 13D submitted by GLD Sponsor Member, LLC on April 25, it is disclosed that GLD Sponsor Member entered into an Insider Letter on Dec. 20, 2022 including the provision to: “vote any shares of Common Stock owned by it in favor of any proposed Business Combination”. The extension proxy is a necessary precondition to the merger agreement, and is thus included in the parameters of the voting agreement included in the Insider Letter.
Sagaliam wants a 12-month extension until Nov. 23, 2024 to complete a merger.
The SPAC raised about $116 million in a December 2021 IPO, but lost almost 92% to redemptions in December 2022. The SPAC as of June held nearly $10 million in trust. Read more.
