Item 1.01 Entry into a Material Definitive Agreement.
Amendment to the Merger Agreement and Related Agreements
As previously disclosed in the Current Report on Form 8-K filed by
On
The Amendment extends the termination date upon which either Blue Safari or the
Company may terminate the Amended Merger Agreement, from
In addition, pursuant to the Amendment, the Company will provide certain
interest-free loans with an aggregate principal amount of
Further, on
The foregoing description of the Amendment and the Amended Promissory Note is qualified in its entirety by reference to the full text of the Amendment and the Amended Promissory Note, copies of which are included as Exhibit 2.1 and Exhibit 10.1 hereto, and the terms of which are incorporated herein by reference.
Cautionary Statement Regarding Forward-Looking Statements
This communication contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are typically identified by words such as "will," "are expected to," "is anticipated," "estimated," "believe," "intend," "plan," "projection," "pro forma," "outlook" or words of similar meaning. These forward-looking statements include, but are not limited to, statements regarding the proposed business combination between Blue Safari and Bitdeer pursuant to the Amended Merger Agreement (the "Business Combination"), including the expected transactions and the likelihood, timing and ability of the parties to successfully consummate the proposed Business Combination. Such forward-looking statements are based upon the current beliefs and expectations of Blue Safari's and Bitdeer's management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond Blue Safari's or Bitdeer's control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements.
Nothing in this Current Report should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Except as may be required by law, neither Blue Safari nor Bitdeer undertakes any duty to update these forward-looking statements.
Additional Information and Where to Find It
In connection with the proposed Business Combination, Blue Safari intends to
file relevant materials with the
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Participants in the Solicitation
Blue Safari and their directors and executive officers may be deemed participants in the solicitation of proxies from Blue Safari's shareholders with respect to the Business Combination. A list of the names of those directors and executive officers and a description of their interests in the proposed Business Combination will be included in the Registration Statement for the Business Combination when available at www.sec.gov. Information about Blue Safari's directors and executive officers and their ownership of Blue Safari shares is set forth in Blue Safari's prospectus for its initial public offering. Other information regarding the interests of the participants in the proxy solicitation will be included in the Registration Statement pertaining to the Business Combination when it becomes available. These documents can be obtained free of charge from the source indicated above.
Bitdeer and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Blue Safari in connection with the Business Combination. A list of the names of such directors and executive officers and information regarding their interests in the proposed Business Combination will be included in the Registration Statement for the Business Combination when available.
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