RF Acquisition Corp. recently received written notice from Nasdaq confirming the approval of granting the company an extension to meet compliance requirements for continuing its listing. This decision followed a hearing held on December 19, 2024, where RF Acquisition Corp. presented its compliance plan, signaling intentions to rectify the listing deficiency by finalizing a business combination with GCL Global Holdings Ltd. The company was required to demonstrate compliance with Nasdaq Listing Rule 5405 by March 23, 2025.
Additionally, a special meeting of stockholders was convened on January 23, 2025. The meeting was focused on the proposed business combination detailed in the Merger Agreement with GCL Global Holdings Ltd. Stockholders voted on various proposals related to the merger, including approving the Business Combination Proposal. The voting results indicated overwhelming support for the Proposals discussed during the meeting.
– Business Combination Proposal: Approved with 3,874,618 votes for and 2,985 against.
– Advisory Governance Proposals: Approved with 3,874,618 votes for and 2,985 against across all sub-proposals.
– Nasdaq Proposal: Approved with 3,874,618 votes for and 2,985 against.
– Incentive Plan Proposal: Approved with 3,873,518 votes for and 4,085 against.
– Adjournment Proposal: Approved with 3,874,618 votes for and 2,985 against.
A press release published by the Company on January 23, 2025, announced the formal approval of the Business Combination Proposal during the Special Meeting. Stockholders had the option to redeem shares of the Company’s Class A common stock, with a total of 1,522,973 shares being redeemed, leaving the Company with 3,126,376 shares of Class A common stock outstanding post-redemptions. The remaining outstanding shares include 51,396 held by public stockholders.
Notably, RF Acquisition Corp.’s proposal to merge with GCL was well-received among shareholders, indicating positive momentum as the companies proceed towards a combined entity. The merger is anticipated to bring GCL onto the U.S. public equity markets, fostering growth opportunities and expanding the company’s presence in the gaming industry.
The full details of the meeting proceedings, shareholder votes, and the Company’s plans for the potential merger are available for review in the official filings submitted to the U.S. Securities and Exchange Commission. Further updates on the merger and compliance efforts will be provided in due course.
This news update underscores RF Acquisition Corp.’s progress towards regulatory compliance and the forthcoming merger with GCL Global Holdings Ltd.
This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read RF Acquisition’s 8K filing here.
RF Acquisition Company Profile
RF Acquisition Corp. does not have significant operations. It intends to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses in financial services, media, technology, retail, interpersonal communication, transportation, and education sectors.
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