Current Report Filing (8-k)
May 04 2023 - 6:10AM
Edgar (US Regulatory)
0001833909
false
00-0000000
0001833909
2023-05-04
2023-05-04
0001833909
AGAC:UnitsEachConsistingOfOneClassOrdinaryShareAndThreequartersOfOneRedeemableWarrantMember
2023-05-04
2023-05-04
0001833909
AGAC:ClassOrdinarySharesParValue0.0001PerShareMember
2023-05-04
2023-05-04
0001833909
AGAC:RedeemableWarrantsEachWholeWarrantExercisableForOneClassOrdinaryShareAtExercisePriceOf11.50Member
2023-05-04
2023-05-04
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): May 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: +1-917-612-0545
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 to 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 three-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 |
|
AGAC.WS |
|
The New York Stock Exchange |
Indicate by check mark
whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
Item 8.01. Other Events
On April 20, 2023 the Company submitted a delayed
filings Extension (“Request Letter”) to the New York Stock Exchange (“NYSE”) regarding certain delayed financial
statement filings with the Securities and Exchange Commission (the “SEC”), specifically the Company’s 10-Q’s for
the periods ended June 30, 2022 and September 30, 2022 and Form 10-K for the fiscal year ended December 31, 2022. The Company requested
an extension to complete and file the delayed filings and any subsequent delayed filings pursuant to the NYSE’s late filer rules
outlined in Section 802.01E of the Listed Company Manual. As has been previously disclosed in the Company’s prior 8-K filings, the
Company has been monitored and is under review by the NYSE in light of these delays and remains on the NYSE “late filers”
list.
On May 2, 2023 the Company received approval from
the NYSE’s Listings Operations Committee (the “Committee”) to provide the Company with an additional trading period
through August 22, 2023, subject to reassessment on an ongoing basis. NYSE Regulation senior management has approved the Committee’s
decision and additional request for information.
The NYSE have stated they are prepared to continue
the listing of the Company at this time and will closely monitor the Company’s progress with the milestones and timing outlined
in its Request Letter. Failure to achieve these interim milestones could result in accelerated trading suspension prior to the end of
the August 22, 2023, trading period. In addition, in the event that the Company does not complete its Delayed Filings and any subsequent
delayed filings with the SEC by the end of the maximum 12-month cure period on August 22, 2023, the NYSE will move forward with the initiation
of suspension and delisting procedures. The NYSE will also continue to monitor the Company’s progress on its other delayed filings
as part of our continued listing assessment. We will maintain the “LF” indicator on the Company’s securities and include
the Company on the “late filer” list on www.nyse.com until such time as the Company is current with all of its periodic SEC
filings.
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.
|
AFRICAN GOLD ACQUISITION CORPORATION |
|
|
Dated: May 4, 2023 |
By: |
/s/ Christopher Chadwick |
|
Name: |
Christopher Chadwick |
|
Title: |
Chief Executive Officer |
African Gold Acquisition (NYSE:AGAC)
Historical Stock Chart
From Oct 2024 to Oct 2024
African Gold Acquisition (NYSE:AGAC)
Historical Stock Chart
From Oct 2023 to Oct 2024